Private Chinese companies drawn to U.S. initial public offerings by the cachet and strong returns from a U.S. stock offering are being courted by a cadre of American corporate law firms jockeying for a piece of the burgeoning China market.

A spate of U.S. IPOs by Chinese companies since last year has engaged lawyers as managers' or issuers' counsel from such firms as Latham & Watkins; Shearman & Sterling; Skadden, Arps, Slate, Meagher & Flom; and Sullivan & Cromwell -- all of which have offices in China and Hong Kong.

Even firms without an Asian presence, such as Loeb & Loeb and Philadelphia's Cozen O'Connor, have found room on the field. Cozen, for example, has represented special purpose acquisition corporations (SPACs), a type of public equity fund formed to target companies with a certain industry or geographic profile, such as a Chinese company.

Private equity investment in China is driving the trend toward U.S. listings and fueling the need for U.S. lawyers to assist Chinese companies and attorneys. The bottom line for Chinese companies is often just that: the chance to raise more cash in the public markets than they could by listing elsewhere, such as Hong Kong.

"In China, everyone wants to get registered to raise funds in the public markets in the U.S.," said Latham's David Zhang, a partner in the firm's Hong Kong office who has worked on many such deals. "It's a good opportunity for firms like us in the U.S."

Strong interest from the Chinese companies in the U.S. markets, coupled with the intricacies of such deals, translates to a glut of corporate work for those with the language skills, ties to the investment banking community and Chinese deal-making experience to stake a claim in the China market.

Work can include setting up an offshore holding company in the British Virgin Islands or the Cayman Islands, instructing the Chinese companies in the U.S. regulatory requirements, drafting the prospectus of the offering for the Chinese law firms and helping to oversee the company's shift to U.S. accounting standards. Once the deal is closer to fruition, U.S. lawyers perform the standard work with the U.S. Securities and Exchange Commission and the chosen stock exchange.

"Our role is to be the international law firm that knits it together, that weaves together the various threads," said Skadden's Michael Gisser, a Los Angeles lawyer who co-leads the New York firm's Asia Pacific practice. Skadden was issuer legal adviser for the IPOs of JA Solar Holdings Co. Ltd. and 3SBio Inc., both of which were listed on Nasdaq in February.

Visiting commander of U.S. Central Command Admiral William J. Fallon on Thursday denied an attack on Iran soon, saying that the Iranian issue should be solved through diplomatic channels.

Fallon made the denial to reporters after his meeting with Egyptian President Hosni Mubarak in Egypt's Red Sea resort Sharmel-Sheikh, the official MENA news agency reported here.

Asked whether the United States would attack Iran soon, especially as Washington beefed up military presence in the Gulf region recently, the top U.S. officer gave a negative answer.

"Washington already had its hands full in Iraq and Afghanistan," he explained.

Talking on the Iranian nuclear issue, Fallon told the reporters that Iran should be convinced through diplomatic channels that seeking to possess nuclear weapons is not a good idea.

He, meanwhile, expressed that the United States in general does not encourage nuclear proliferation in the Middle East region and is keen on maintaining the peace and security of the region.

Enhanced military nuclear capabilities of countries in the region would be counterproductive and even unwarranted, he said, while being asked about the danger posed by Israel's nuclear weapons to regional security and stability in light of the U.S. hardline stance towards the Iranian nuclear program.

The U.S. stance towards Tehran is as clear and firm as that of UN member states, Fallon said, accusing Iran of pursuing a program leading to producing nuclear weapons, which were "Gulf leaders' concerns about Iran's intentions".

Tehran has denied the allegation.

Fallon's visit to Egypt is part of his first regional tour since he assumed post last month succeeding General John P. Abizaid.

He has already visited Saudi Arabia, Qatar and Kuwait, where he met with the countries' leaders and top officials to listen to their views on regional issues and discussed bilateral cooperation with them.

China appreciated the fact that the ROK recognized China as a full market economy, Wen said. China-ROK trade volume has increased by 26 times since the two countries forged diplomatic ties in 1992, to 130 billion dollars in 2006.

"The close trade ties between China and the ROK are based on the principles of equality, mutual benefit and complementarity," Wen said. Wen cited a target set by Chinese President Hu Jintao and ROK President Roh Moon-hyun of trade worth 200 billion U.S. dollars by 2012.

The target was set by Hu and Roh during their meetings in 2005 and 2006.

Hu and Roh also agreed on five investment and trade liberalization measures and defined 12 key areas of cooperation. "As a result of economic globalization, China-ROK trade ties have entered a new era, requiring us to expand cooperation, improve quality and cope with challenges together," Wen said.

Wen urged the two countries to work more closely on energy preservation, environmental protection, high-tech and information industry.

Wen also proposed the two countries step up consultations in the framework of the World Trade Organization, the Asia-Pacific Economic Cooperation forum and other international mechanisms.

Wen's two-day visit coincides with the China-ROK Exchange Year, which includes 47 China-sponsored exchange programs.

Wen will unveil the exchange year with ROK leaders in Seoul. "I believe the exchange year will promote cultural exchanges between the two countries," Wen said.

On the six-party talks aimed at resolving the Korean Peninsula nuclear issue, Wen said the relevant parties should consult further so that a peace mechanism can be established on the peninsula.

In response to a question about the unification of the Korean Peninsula, Wen said it would be up to the ROK and the Democratic People's Republic of Korea (DPRK) to resolve the issue "independently and peacefully."

We hope the ROK and the DPRK will develop mutual trust and mend ties through negotiation and dialogue. This is a pre-requisite for independent and peaceful unification, Wen said. "The Chinese government will continue to play a positive role in this regard."

Wen will visit the ROK at the invitation of ROK President Roh Moon-hyun.

A class action lawsuit has been filed against Coast Financial Holdings Inc.[ticker: CFHI], the parent company of Coast Bank of Florida, on behalf of purchasers of the bank’s publicly traded securities.

The complaint alleges that defendants violated the federal securities laws by issuing materially false and misleading statements in press releases and filings with the Securities and Exchange Commission.

According to the complaint, Bradenton, Fla.-based Coast Financial partnered with Construction Compliance Inc. (CCI) to lend money to borrowers who would use the money to construct homes in Southwest Florida.

The lawsuit accuses the banking company of hiding the facts about its relationship with CCI and the true risks associated with the real estate market.

Last month, Washington's State Senate passed a domestic partnership bill, but that state's governor has indicated more enthusiasm about signing it into law.

In throwing out the case's class-action status, the appeals panel also erased the plaintiffs' ability to allege that defendants Merrill Lynch & Co., Credit Suisse First Boston and Barclay's were primary participants in fraud that helped fuel Enron's failure in December 2001.

When U.S. District Judge Melinda Harmon granted class-action status last year, her ruling included that the plaintiffs could argue that the banks were primary participants rather than bit players. If a jury agreed, they could be held liable for their own actions as well as everyone else deemed to be involved.

Such a finding could have led to a multibillion-dollar judgment in excess of the $7.3 billion in settlements already reached — the bulk of which came from banking titans J.P. Morgan Chase, Citigroup and the Canadian Imperial Bank of Commerce.

The appeals panel ruled that Harmon erred in giving plaintiffs that much latitude, saying the deals the banks conducted with Enron "at most aided and abetted Enron's deceit."

The Securities and Exchange Commission can pursue aiders and abettors, but civil securities litigation can only pursue primary violators.

The plaintiffs countered in today's filing that the banks were at the epicenter of fraud, cooking up financial structures and schemes to help Enron doctor its financial statements.

Spokesmen for all three banks, which have consistently denied the plaintiffs' allegations, declined comment today.

The Department's Antitrust Division filed a civil antitrust lawsuit today in U.S. District Court in Washington, D.C. to block the proposed transaction. At the same time, the Department filed a proposed consent decree that, if approved by the court, would resolve the lawsuit and the Department's competitive concerns.

"Without the divestitures required by the Department, purchasers of ready mix concrete, concrete block and aggregate in these areas of Florida and Arizona, including state departments of transportation, would likely have faced higher prices if the transaction is completed. The Department's action will ensure that these customers will continue to receive the benefits of competition,"said Thomas O. Barnett, Assistant Attorney General for the Department's Antitrust Division.

Ready mix concrete is a building material used in large construction projects including buildings, highways, bridges, tunnels, and other projects. Concrete block is a building material used in the construction of residential and commercial structures. Aggregate is crushed stone and gravel produced at quarries, mines, or gravel pits that is used in, among other things, the production of ready mix concrete, concrete block, and asphalt.

The Department concluded that the deal would have resulted in increased prices for ready mix concrete sold to customers handling state Department of Transportation projects and other large building projects in the metropolitan areas of Fort Walton Beach/Panama City/Pensacola, Jacksonville, Orlando, Tampa/St. Petersburg, and Fort Myers/Naples, Fla., and the areas of Flagstaff and Tucson, Ariz. In Flagstaff, Rinker and Cemex are the only two competitors capable of supplying ready mix concrete for these large projects, and in the other areas in which divestitures are being required there are only one or two firms in addition to Cemex and Rinker that are capable of serving large projects.

The Department also said that the acquisition also would have resulted in an increase in prices for concrete block for a significant number of customers in the metropolitan areas of Tampa/St. Petersburg and Fort Myers/Naples, Fla., where Cemex and Rinker account for more than 60 percent of concrete block sales.

Finally, the Department said that the acquisition would have resulted in increased prices for aggregate to a significant number of customers in the Tucson, Ariz., area where Cemex and Rinker are among a small number of firms capable of supplying aggregates meeting state Department of Transportation specifications.

On Oct. 27, 2006, Cemex announced its intention to acquire Rinker through a hostile cash tender offer. The offer was due to expire on March 30, 2007, but Cemex extended it until April 27, 2007.

Under the terms of the proposed consent decree, once Cemex obtains control of Rinker, Cemex must divest certain ready mix concrete assets to a single buyer in each of the areas of competitive concern. The terms of the proposed consent decree also require the divestiture of all of Rinker's concrete block-related assets in the Tampa/St. Petersburg and Fort Myers/Naples areas. Cemex must divest two aggregate plants in the Tucson, Ariz., area to the same acquirer that purchases the two ready mix plants to be divested at the same locations. Under the consent decree, the Department's Antitrust Division must approve the buyer of all of the divested assets.

Cemex, headquartered in Nuevo León, Mexico, produces and distributes cement, ready mix concrete, aggregate, concrete block, concrete pipe, and related building materials to customers in more than 50 countries. In 2006, Cemex reported total sales of approximately $24.6 billion. Cemex is the largest United States supplier of ready mix concrete and cement and the seventh largest United States supplier of aggregate. Approximately 25 percent of Cemex's revenues are earned in the U.S. Cemex operates in the U.S. through its wholly-owned subsidiary, Cemex Inc., which is headquartered in Houston.

Rinker, headquartered in Chatswood, Australia, produces and distributes aggregate, ready mix concrete, cement, concrete block, asphalt, concrete pipe, and other construction materials through its operations in the U.S. and Australia. In 2006, Rinker reported total sales of approximately $4 billion. Rinker is the second largest U.S. supplier of ready mix concrete and the fifth largest U.S. supplier of aggregate. Approximately 80 percent of Rinker's revenues are earned in the U.S. Rinker operates in the U.S. through its subsidiary, Rinker Materials Corporation, which is headquartered in West Palm Beach, Fla.

As required by the Tunney Act, the proposed consent decree, along with the Department's competitive impact statement, will be published in the Federal Register. Any person may submit written comments concerning the proposed decree during a 60-day comment period to Maribeth Petrizzi, Chief, Litigation II Section, Antitrust Division, U.S. Department of Justice, 1401 H Street, N.W., Suite 3000, Washington, D.C. 20530. At the conclusion of the 60-day comment period, the court may enter the final judgment upon a finding that it serves the public interest.