Updated from 1:18 p.m. EDT

Home Depot

(HD) - Get Report

plunged $14.06, or 28.7%, to $34.88 after it warned that its third-quarter earnings would come in at 28 cents a share, below the 22-analyst estimate of 31 cents. The home-improvement retailer blamed the missed earnings on lower lumber and building materials prices. The company also said earnings for 2000 would come at $1.16 or $1.17 a share, less than the 24-analyst estimate of $1.25. 1999 earnings were $1 a share.

TheStreet.com/NYTimes.com

joint newsroom wrote more about the profit warning in a separate

story .

After much speculation, it's official.

Deutsche Bank Alex. Brown

will buy

National Discount Brokers

(NDB)

for $49 a share. The move consolidates Deutsche Bank's hold on NDB. Earlier this year, the company purchased about 16% of NDB. It will now own the other 84%.

The deal is expected to close before the year ends.

There's still no word on what the new company will be called, but it has the potential to be the longest company name in business history -- far longer than other four-word rivals such as

Morgan Stanley Dean Witter

or

Credit Suisse First Boston

.

NDB closed at $47.31 yesterday. The stock has spiked in recent days on speculation about the deal. It closed at $25.25 on Monday; today, NDB closed up 94 cents, or 1.98%, to $48.25.

Afraid you're going to hear more bad news about earnings? Not from

Corning

(GLW) - Get Report

. The former glassworks company that has emerged as a leader in the optical-networking area said it expects third-quarter earnings to beat analyst estimates.

Analysts surveyed by

First Call/Thompson Financial

expect Corning to earn 30 cents a share. Corning said it now expects pro forma earnings to come in at 34 cents or 35 cents per share.

Corning earned 19 cents a share in the same period last year.

The company also said it expects the fourth quarter to be strong and it raised its full-year earnings guidance to $1.17 from $1.15 per share. Corning ended the day up $1.13, or 1.4%, to $84.25.

Mergers, acquisitions and joint ventures

NetIQ

(NTIQ)

lifted $19.75, or 39.5%, to $69.75 on news that

Microsoft

(MSFT) - Get Report

said it would pay NetIQ $175 million to license its managing systems technology for Windows 2000 and its new generation of server software. Microsoft ended the day down $1.38, or 2.5%, to $54.38.

U.S. Airways Group

(U) - Get Report

lifted 44 cents, or 1.4%, to $31.81 after shareholders approved its deal with

UAL

(UAL) - Get Report

, best-known for its unit

United Airlines

. UAL closed down $1.56, or 3.95%, to $38.

Per the terms of the deal hammered out in May, U.S. Airways -- the No. 6 U.S. airline -- will be bought by UAL -- the world's biggest carrier. Granted, this merger will need to be cleared by the Justice Department, but one step has already been made along that path, with 98.7% of U.S. Airways' shareholders approving the deal.

Welcome to the

Slovak steel mill VSZ

,

U.S. Steel

(X) - Get Report

. The American metal giant, descendant of the days when carpetbaggers and robber barons ran roughshod over the financial landscape, will be the Pittsburgh company's first venture into Europe in two decades. It will take over the core activities of VSZ for $1.1 billion in cash, some debt and miscellaneous costs. The new subsidiary will be called

U.S. Steel Kosice s.r.o.

.

Here's the deal: U.S. Steel will pay $60 million up front and assume $325 million in debt in order to take over the reigns of Steel Kosice, which holds VSZ's core steel-making activities. U.S. Steel will then pay off $15 million in tax arrears, and pay between $25 and $75 million to VSZ shareholders and dump $700 million into U.S. Steel Kosice s.r.o. over the next five to 10 years. U.S. Steel closed down 38 cents, or 2.5%, to $14.38.

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Earnings/revenue reports and previews

FileNet

posted third-quarter earnings of 30 cents a share, beating the five-analyst estimate of 23 cents and up from year-ago earnings of 14 cents. It also increased its full-year earnings guidance to $1.06 a share from $1 a share. FileNet closed up $3.38, or 21.4%, to $19.13.

Clayton Homes

(CMH)

isn't the name of some 1970s "super cop" action flick, with lots of car chases and shootouts. Nope, Clayton Homes is a Tennessee-based manufacturer of low- to medium-cost houses with a market cap of just over $1 billion. And today, it announced first-quarter earnings of 21 cents a share, better than the 20-cent

First Call/Thomson Financial

estimate. But that's not better than last year's quarter, which came in at a quarter a share. The stock was flat, though, at $8.75.

Say cheese. Say

Cracker Barrel

. Say you're comfortable with first-quarter expectations.

That's what

CBRL Group

(CBRL) - Get Report

, owner of Cracker Barrel and

Logan's Roadhouse

, did today, telling investors it's comfortable with a 27 cent to 29 cent earnings per share estimate range. The company also said that earnings could come in at the high end of that range, because cheese sales at Cracker Barrel Old Country Store restaurants have grown 4.5% over the last quarter. Yum. CBRL ended the day down 6 cents, or 0.5%, to $13.94.

First Data

(FDC) - Get Report

beat third-quarter earnings estimates, announcing earnings of 58 cents a share, better than the 53 cent First Call/Thomson Financial estimate and last year's 47 cents a share. The company said that 2000 earnings will now come in between $2.09 and $2.14 a share, an increase over the previous range between $2.02 and $2.07. Wall Street analysts expect $2.07 a share. First Data closed up $1.25, or 3.1%, to $41.69.

Hasbro

(HAS) - Get Report

makes the

Pokemon

and

Star Wars

toy lines, but not even the Force or the best efforts of Pikachu can help the company's third-quarter earnings picture. Today, the company cut its third-quarter earnings per share estimate to between 6 cents and 10 cents, far lower than the First Call/Thompson Financial estimate of 32 cents and worse than last year's 43 cents.

The toymaker said that waning popularity of the two once-hot lines were responsible for the downturn, and it's not too surprising. Star Wars Episode I came out to mixed reviews well over a year ago and Pokemon's been cooling lately, inching ever closer to the end of the toy box, where the Teenage Mutant Ninja Turtles and Power Rangers hang out.

To combat this downturn, the company said it will lay off 5% of its work force (500 to 550 jobs), reassess its 2001 product line and engage in the kind of general restructuring that helps companies with slow sales stay profitable. The company said it hopes to see savings in 2001. Hasbro ended the day down $1.56, or 13.4%, to $10.06.

Stop the presses!

The New York Times

(NYT) - Get Report

said earnings would be in line with market expectations. The company's third quarter came in at 37 cents a share, equal to what the folks at First Call/Thomson Financial said and better than last year's 36 cents. The Times also said 2000 earnings would be between $2.05 and $2.10 a share. The paper's 1999 earnings were $1.78 per share.

Also, the company announced today that it was withdrawing its plans for an initial public offering of a tracking stock to reflect the performance of its Internet division because of unfavorable conditions in the stock market.

TheStreet.com/NYTimes.com

joint newsroom wrote more about the

IPO withdrawal in a separate story. NYT closed down $1.25, or 3.5%, to $34.88.

File

Unisys

(UIS) - Get Report

under "Uh, Oh."

Today, the computer-services supplier met expectations but sparked more fears about a slowing technology sector. It announced third-quarter earnings of 14 cents a share, in line with analyst estimates, but way less than last year's quarter, which came in at 43 cents a share. In July, the company warned about its second quarter, citing delayed sales. To combat this and other problems, Unisys will be reducing its costs, offering early retirement to 1,500 American workers. The stock ended the day up 19 cents, or 1.9%, to $9.88.

After Wednesday's Close

Auto financing company

AmeriCredit

(ACF)

bested Wall Street estimates, reporting fiscal first-quarter earnings of 51 cents per share, ahead of the First Call/Thomson Financial six-broker consensus estimate for 48 cents a share. The company reported earnings of 35 cents per share at this time a year ago.

Net income for the quarter was $42.7 million, up sharply from the $25.3 million reported for the same period one year ago. AmeriCredit closed down $2.19, or 8.5%, to $23.69.

Maybe

Applied Micro Circuits'

(AMCC)

news of better-than-expected earnings will help give the Comp some confidence today.

The company, which sells chips to such companies as

Cisco

(CSCO) - Get Report

and

Lucent

(LU)

, posted second-quarter earnings of 26 cents a share, beating the 14-analyst estimate of 23 cents a share and up from year-ago earnings of 8 cents a share.

Applied Micro said its communications revenue continued to grow, due to the increasing demand of two of its products -- its OC-48 and OC-192 standard products.

Also, the company said its directors approved a 2-for-1 stock split. Applied Micro Circuits closed down $3.75, to 2.2%, to $164. Cisco closed down $1.38, or 2.7%, to $49.81; Lucent was up 25 cents, or 1.2%, to $21.50.

Telecommunications-network developer

Paradyne Networks

(PDYN)

reported weaker-than-expected results for its fiscal first quarter, due to weakened demand for the company's equipment from telecommunications providers.

Paradyne reported a loss of 2 cents per share on $62.4 million in revenues; the First Call/Thomson Financial two-broker consensus was for a 1 cent loss. At this time last year, the company reported earnings of 9 cents per share. Paradyne ended the day down 63 cents, or 12.1%, to $4.56.

Sonus Networks

(SONS)

posted a third-quarter loss of 4 cents a share, narrower than the 12-analyst estimate of 6 cents. It was also better than the year-ago loss of 38 cents a share, which translates to 6 cents a share, assuming the conversion of all outstanding preferred stock into common stock at the date of issuance. Sonus closed down $3.25, or 7.8%, to $38.50.

Three-Five

(TFS)

reported third-quarter earnings of 19 cents a share, besting the five-analyst estimate of 15 cents and up from year-ago earnings of 14 cents a share. Three-Five ended the day up $5.31, or 25.4%, to $26.25.

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Analyst actions

Motorola

(MOT)

got cut by a handful of analysts, adding insult to what has already been a rather injury-addled week. On Tuesday, along with the rest of the chips and after lowering earnings expectations, the company fell nearly $5. On Wednesday, it was downgraded by

Morgan Stanley Dean Witter

and today

Goldman Sachs

,

TST Recommends

Deutsche Bank Alex. Brown

and

Banc of America

have joined the fray.

Goldman cut Motorola's 2000 estimate to 96 cents a share from $1.06. The estimate for 2001 was lowered to $1.20 from $1.43.

Banc of America and Deutsche Bank Alex. Brown both lowered the company to buy from strong buy. Banc of America also dropped its price target to $40 a share from $60 and lowered its 2000 estimate to 96 cents from $1.05 and its 2001 to $1.18 from $1.40. Motorola closed down $1.06, or 4.96%, to $20.38.

Upgrades

Trigon Healthcare

(TGH) - Get Report

: UP at

ABN Amro

with a new 2000 estimate of $3.27 a share from $3.11 and a new 2001 estimate of $3.65 a share from $3.50. Trigon ended the day down $2.31, or 3.6%, to $61.69.

Sierra Wireless

(SWIR) - Get Report

: UP at

Credit Suisse First Boston

with a 2000 loss-per-share estimate to 17 cents from 27 cents; 2001 earnings per share to 41 cents from 38 cents; price target to $91 from $89. Sierra closed up $1.50, or 2.2%, to $70.50.

Chiron

(CHIR) - Get Report

: UP to outperform from neutral at

Salomon Smith Barney

. Chiron closed down $1.44, or 3.5%, to $39.25.

American Express

(AXP) - Get Report

: UP at Goldman Sachs with 2000 earnings per share to $2.06 from $2.05 and 2001 earnings per share to $2.35 from $2.32. The stock ended the day lower by $2.50, or 4.6%, to $51.88.

Darden

(DRI) - Get Report

: UP to long-term buy from long-term accumulate at

Merrill Lynch

. Darden closed down 88 cents, or 4.1%, to $20.50.

Applied Micro Circuits

(AMCC)

: UP at Goldman Sachs with 2001 earnings per share to $1.07 from 97 cents and 2002 earnings per share to $1.44 from $1.27; UP at

PaineWebber

with 2001 earnings per share to $1.06 from 97 cents, 2002 earnings per share to $1.62 from $1.44, price target to $230. As noted above, Applied Micro Circuits closed down $3.75, to 2.2%, to $164.

Downgrades

General Motors

(GM) - Get Report

: DOWN at Credit Suisse First Boston with 2000 earnings-per-share estimate to $9.77 from $10.10; 2001 earnings-per-share estimate to $10.10 from $11.50; price target set at $75 from $80. GM closed down $1.25, or 2.1%, to $57.38.

Fox Entertainment Group

(FOX) - Get Report

: DOWN at Goldman Sachs with 2001 earnings per share to 41 cents from 52 cents. Fox closed down $1.25, or 5.9%, to $20.13.

Advanced Micro Devices

(AMD) - Get Report

: DOWN at

Lehman Brothers

with price target to $40 from $55; fourth-quarter earnings per share to 68 cents from 74 cents; 2001 earnings per share to $2.45 from $2.50. DOWN at

Prudential

with price target to $25 from $30; fourth-quarter earnings per share to 65 cents from 73 cents; 2001 earnings per share to $2.30 from $2.65. The stock ended the day down $1.38, or 5.9%, to $22.13.

Initiations

Dobson Communications

(DCEL)

: NEW outperform at Salomon Smith Barney; price target: $28. Dobson closed down 38 cents, or 2.7%, to $13.38.

Inktomi

(INKT)

: NEW buy at

J.P. Morgan

; price target: $121. Inktomi ended the day down $3.19, or 4.1%, to $75.13.

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Offerings and stock actions

Canadian real estater

Brookfield Properties

(BPO)

, which owns a little plot of land in New York called the

World Financial Center

, priced an 8 million share offering at $14.50 a share. The deal was underwritten by the

Canadian Imperial Bank of Commerce

, which sounds like a wicked cool place to have an account, if name is any consideration. Brookfield closed up $1.06, or 7.6%, to $15.

Introgen Therapeutics

(INGN) - Get Report

, a cancer-fighting gene therapy company, has seen its initial public offering price slink lower and lower. You hear that? That's a thud. This morning, underwriter

SG Cowen

priced the 4 million share offering at $8 a share, the low end of a previously announced range of $8 to $10. In fact, that range was a reduction from the August projection of $12 to $14 a share. Back then, Cowen wanted to offer 5 million shares. However, Introgen ended the day up 50 cents, or 6.3%, to $8.50.

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Miscellany

Flu season is approaching. Too bad

BioCryst Pharmaceuticals'

(BCRX) - Get Report

drug to fight it, named RWJ-270201, will be further delayed -- until 2002 at the earliest. BioCryst has been hard at work on an oral flu inhibitor, essentially a pill you can take to make the flu go away, but that work will have to wait for Phase III trials on the drug.

R.W. Johnson

, a unit of

Johnson & Johnson

(JNJ) - Get Report

, will be conducting the trials of RWJ-270201 in the northern hemisphere this winter. BioCryst ended the day down

a lot

-- lower by $8, or 52.7%, to $7.19.

Look out, Mickey and Minnie and Mighty!

Celera Genomics

(CRA)

has your number -- at least, your genetic map -- nearly completed.

Celera, a unit of PE Corp, has been trying to map and understand the human genome for some time now. And today, it announced that it has sequenced 9.3 billion base pairs (those essential letters of genetic code that dictate what grows where and how) for three different types of mice.

The company's hopes this newfound understanding of the mice genome will give it an edge in understanding how the human genome works. Scientists can compare and contrast the two wildly different mammals, which may lead to better research on human illness. The stock closed down despite the announcement, however, lower by $2.50, or 3.8%, to $63.25.

It's electric! Boogie woogie woogie woogie!

Emerson Electric

(EMR) - Get Report

announced that its current chief executive, Charles Knight, who's been top man at Emerson for 27 years, will be sliding over. COO David Farr will become the company's CEO, with Knight continuing in his role as chairman. Emerson Electric closed up 25 cents, or 0.4%, to $62.50.

Online postage retailer

Stamps.com

(STMP) - Get Report

is down one CEO. John Payne stepped down today as chairman and chief executive. The company did not announce a successor and is examining candidates for its vacant CEO and CFO positions, as well as exploring strategic alternatives. Former U.S. Postmaster General Marvin Runyon will get the temporary nod until the position is officially filled.

Not to kick a dot-com when it's down, but Stamps.com has had a great deal of trouble in the last 52 weeks. At one point, the company was worth $98.50 a share. Today, it closed at $2.72, lower by 22 cents, or 7.5%.

You're supposed to scream over ice cream, not pizza!

Well, for U.S. chain foodie

Tricon Global Restaurants

(YUM) - Get Report

and Thai fast foodie

The Pizza plc

, the screaming is over. The duo had been feuding over

Pizza Hut

licenses, with Pizza plc suing Tricon for $180 million. Tricon responded with a countersuit. At question is who has the right to call its restaurants "Pizza Hut."

Today, both companies agreed to drop all legal actions, settling the dispute. The Pizza plc will continue to operate its 116 Pizza Hut restaurants until the end of the year, when the The Pizza plc will become a new company, The Pizza Company. Then those Pizza Hut restaurants will become a different brand. Meanwhile, Tricon's company-owned stores will stay Pizza Hut. Tricon Global closed down $3.13, or 10.5%, to $26.69.

Hey, hey! Ho, ho! One CEO has got to go!

WebMD

(HLTH)

, the Internet health care people, announced that Jeffrey Arnold, half of the company's CEO pair, has resigned. This means that Martin Wygod will become the sole CEO of the company, which was known as Healtheon/WebMD until very recently. WebMD ended the day down $1.19, or 12.3%, to $8.50.

XL might just be L, or possibly M, after announcing some layoffs. Bermuda insurer

XL Capital

(XL) - Get Report

said that it would be laying off 120 jobs, 7% of its total staff, and taking a $125 million charge in the fourth quarter.

The company is backing away from some unprofitable businesses, like recent acquisition

Intercargo

and reinsurer

NAC Re

. The cuts also affect XL's best-known business, its role as an underwriter in the

Lloyd's

insurance market. XL will be dropping marine cargo and onshore energy markets at Lloyd's, while ditching some of its American transportation insurance business. XL closed down $1.25, or 1.8%, to $69.38.

After Wednesday's Close

Nacco Industries

(NC) - Get Report

, an industrial-manufacturing holding company, purchased $128 million in coal assets in several privately held companies. Nacco closed down 44 cents, or 1.1%, to $41.31.

Wesco

(WCC) - Get Report

named Stephen Van Oss its new CFO. Wesco ended the day down 19 cents, or 2.4%, to $7.75.

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By the Numbers

The data on NYSE and Nasdaq percent winners and losers are filtered to exclude stocks whose previous day's volume was less than 25,000 shares; whose last price was less than 5; and whose net change was less than 1/2.

Dow point gain and loss data are based on New York closing prices and do not reflect late composite trading.

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