glass-bottom boat company afloat.

Bermuda Vacations Ltd, which had already lost its boat, is to be wound up at the request of Mr. Peniston's former partner in the venture, computer consultant Mr. Robert Thomson.

Puisne Judge the Hon. Mr. Justice Ground granted the request after a bitter Supreme Court battle in which both men accused each other of causing the company to sink.

Mr. Justice Ground refused to take sides on the allegations, but said they should not stand in the way of winding up "this plainly insolvent entity''.

He said BVL's main asset, the glass-bottom boat Reef Goddess , had been sold by the bank, and the company had nothing with which to carry on business.

There was no indication of how the company could pay its creditors, he said.

Earlier, Mr. Peniston and lawyer for the company Mr. Delroy Duncan had pleaded for time to allow BVL's finances to be investigated and a plan to pay debts to be drawn up.

"I'm being asked to consent to a ceremony of burying this company without the findings of an autopsy,'' Mr. Peniston told the judge.

But lawyer Mr. Charles Vaucrosson, for Mr. Thomson, described the plea as a sham.

If the company was wound up, a liquidator would be able to check out the company finances, he said. "This company is just a collection of debts.'' Mr. Peniston, of Turtle Bay Lane, Southampton, was 60 percent shareholder in BVL while Mr. Thomson, of Jennings Land, Smith's Parish, had 40 percent.

Mr. Thomson said his ex-partner was to blame for BVL's downfall. He said Mr.

Peniston claimed he could provide passengers through other companies he was involved with, but these ran into financial trouble.

Mr. Thomson was accused of planning to destroy BVL so its rivals could operate without competition.

His wife Pamela bought the Reef Goddess when it was auctioned by the bank, the court was told.

Mr. Duncan said Mr. Peniston would pay for a proper audit of the company and inject cash to pay its creditors -- except Mr. Thomson.

And a probe into the accounts would show if Mr. Thomson had an improper motive while a director.

Creditors Gosling Brothers, Coral Petroleum and Matcham & Matcham, together owed up to $11,000 by BVL, were represented in court by lawyer Mr. Mark Diel.

In response to allegations made last week by Mr. Thomson, Mr. Peniston denied approaching him and encouraging him to invest in Bermuda Travel and Shipping Ltd. and Bermuda Excursions Ltd.

Mr. Peniston produced documents he said showed Mr. Thomson had been financial controller of BVL.

Mr. Thomson wanted a controlling interest in the company, said Mr. Peniston, so it was agreed that Mr. Vaucrosson would hold 20 percent of the shares in trust for Mr. Thomson until an overdraft guaranteed by Mr. Thomson was extinguished.

Mr. Peniston said Mr. Thomson attended most shareholder and director meetings of BTSL and that for the last year the controller of BTSL worked with and reported to Mr. Thomson. Mr. Peniston denied BTSL was his own company. Mr.

Thomson had been a director and the financial controller of BEL, he added.

Referring to an allegation that Mr. Peniston deceitfully put a BVL cheque into his own account rather than into the account of BEL, Mr. Peniston said Mr.

Thomson "was advised that the deposit referred to was placed erroneously into the wrong account at the bank and when it was recognised it was immediately transferred to the correct account, and it is totally incorrect that the funds had to be borrowed to facilitate this''.

Mr. Peniston said he learned Mr. Vaucrosson illegally transferred shares to Beeline Transport (Bermuda) Ltd without his knowledge, "having admitted that he had a hurried directors meeting with Thomson late one evening''.

"It was only after I had Alan Dunch of Appleby, Spurling and Kempe challenge Mr. Vaucrosson on this illegal transfer that he apologised and reversed the matter.'' At about the same time, Mr. Thomson told directors he had instructed the bank to "pull the plug'' and that the boat would be seized and auctioned, said Mr.

Peniston. Mr. Thomson had not given notice of this, he said.

"It was clear that the petitioner (Mr. Thomson) had been dealing with the bank and planning this matter.'' Mr. Peniston also denied calling and threatening Mrs. Thomson. He said Mr.

Thomson had "set out on a campaign to discredit me during my financial vulnerability as part of his build-up to humiliate me and to cause me as much damage as possible.

"From the petitioner's financial control of the company, BTSL and BEL, the petitioner was aware that I did not have the finances to make up for his overspending during the tourist season and accordingly he could seek to gain control of the company.'' Mr. Thomson also encouraged Police to embarrass him over an overdraft of $3,000, even though Mr. Thomson had overspent $208,000 on an overdraft, said Mr. Peniston.