blocking the merger of two international fruit companies.

Defunct financial services company Eastbrook Inc. and its dormant parent, Eastbrook Ltd., were named in a suit filed on Thursday by Fresh Del Monte Produce NV and Grupo Empresarial Agricola Mexicano because it is trying to block the sale of the former company.

Fresh Del Monte, the world's third-largest producer of fresh bananas and the largest marketer of fresh pineapples, was due to be sold by Grupo Empresarial to IAT Group of Chile for $534 million, including the assumption of about $380 million of debt.

But Eastbrook Inc., a defunct New York financial firm formerly controlled by former Bank of Credit & Commerce International director Sheik Khaled bin Mahfouz, is said in the New York State Supreme Court lawsuit to be threatening to block the $534 million sale, claiming the price is too low.

Eastbrook Inc. is claiming that effective July 29, it gained control of the Florida fruit producer, the suit said.

Eastbrook Inc. claims to have done this by acquiring former Chairman Carlos Cabal Peniche's interest in the company, as well as rights to money owed to Cabal through Fresh Del Monte and its affiliates, the suit said.

Fresh Del Monte and Grupo Empresarial denied that Eastbrook Inc. controls the fruit producer. Eastbrook Inc. cannot claim control of Cabal's assets, the suit said, because Cabal Peniche's assets have been seized by the government.

Cabal Peniche is wanted in Mexico for embezzlement and has fled the country.

The Mexican government ended up with control of Fresh Del Monte after it seized Cabal Peniche's assets in 1994.

Eastbrook Inc. also is claiming that the proposed sale would undervalue its interest in the company, a claim the companies denied, the suit said.

"Defendants' attempts to interfere with the sale of Del Monte are unfounded, improper and wrongful, and designed solely to extort money from a vulnerable company, and its principal shareholder, on the eve of its sale,'' the suit said.

As well as a court order to prevent Eastbrook Inc. from blocking the sale of Fresh Del Monte to IAT, the plaintiffs are also seeking permission to put some Fresh Del Monte sale proceeds into an escrow account until the ownership dispute is resolved.

Eastbrook Caribe NV, one of the Eastbrook Inc. companies named in the suit, said in a prepared statement that Fresh Del Monte's lawsuit is "unfounded.'' It also accused the company of wrongfully depriving it of the "full benefit'' of Fresh Del Monte's sale.

The proposed sale includes Grupo Empresarial's 93 percent stake in Fresh Del Monte and the seven percent stake Cabal controlled through Curacao-based holding company Trumpet Vine Investments.

COURTS CTS