proceedings into a debt-ridden tour company.

Mr. Llewellyn Peniston is hoping to keep Bermuda Vacations afloat and to pay off outstanding debts.

But he has already seen the company's major asset, the cruise boat Reef Goddess , taken over by a company whose director, Mr. Robert Thomson, has taken out the petition to wind up Bermuda Vacations.

In Supreme Court yesterday, Mr. Thomson pressed to have the company made insolvent because it owes more than $600,000 in debts.

But Mr. Peniston asked that the petition be postponed because of actions taken by Mr. Thomson, his former partner in the company.

Representing Mr. Peniston, Mr. Delroy Duncan said that the petitioner, Mr.

Thomson, had been a director and financial controller of Bermuda Vacations Ltd., owning 40 percent of the shares.

Reading from Mr. Peniston's affidavit, Mr. Duncan said that Mr. Thomson had failed to perform in the best interests of the company and had mismanaged its affairs by intentionally overspending.

The affidavit also charged that Mr. Thomson had tried to bankrupt Mr. Peniston in order to take over the company and its major asset, the Reef Goddess .

Mr. Peniston's affidavit pointed out that since the early part of 1990 Mr.

Thomson was a director of Bermuda Vacations Ltd. while he also was a director and financial controller of Bermuda Excursions Ltd. and Bermuda Travel & Shipping Ltd.

He said: "The petitioner (Mr. Thomson) was in a prime position to control the finances of the company and determine the success and failure of the companies.'' Mr. Peniston claims that in March Mr. Thomson refused to pay the staff of the company unless they were prepared to visit the offices of The Royal Gazette to tell journalists that Mr. Peniston had refused to pay them their salary.

"This was clearly an attempt by the petitioner to discredit me,'' he said.

"The staff refused to follow the petitioner's instructions.'' For Mr. Thomson, lawyer Mr. Charles Vaucrosson said: "This winding up order should be put into place as soon as possible because the company is clearly insolvent and the proper person to investigate the affairs would be the Official Receiver.'' Mr. Vaucrosson said that the sale of the Reef Goddess was quite clear. He said that the Bermuda Commercial Bank had found there to be not enough money to pay interest or reduce loans given by the bank. The amount owed topped $600,000.

The boat was put up for auction, by the bank, and was bought by Mr. Thomson's wife while he was absent from the Island.

Mr. Thomson said he had been contacted to pay outstanding bills for the company and that he wanted the Official Receiver called in to look at the books and suggest any court action necessary.

Mr. Duncan said: "The situation is that something is being done to place the company back in a position where it can satisfy its creditors.'' But Mr. Justice Ground said a stay would be inappropriate given "the plain insolvency of the company, which has been admitted, subject to a qualification.'' The petition was set to go ahead yesterday afternoon but certain measures had not been completed and it was "stood out'' until the end of the week.