delivery company yesterday.

He said the company had done nothing wrong and he again rejected the Internal Revenue Service's argument.

Mr. Black said it was impossible just yet to put an exact dollar figure on potential liabilities.

"The IRS maintains we owe about $65 million in taxes in 1984,'' he said.

"Nobody -- neither the IRS nor UPS -- can address the question of what that number becomes when you add interest and penalties because that decision hasn't been made.'' UPS does not agree that it has made any mistakes in its tax accounting, and believes it has good cause to appeal the decision handed down by the Washington-based Tax Court, which heard arguments in the case more than two years.

"There are more than sufficient grounds for appeal,'' he said, although he admitted that notice of appeal has not yet been filed with the US 11th Circuit Court of Appeals in Atlanta, which would have jurisdiction.

"No decision has been made on an appeal. At the moment our lawyers are just trying to review the judge's logic and reasoning throughout the (114-page) opinion.'' And the company has continued to claim such deductions since 1984, working on the same arguments that the Tax Court rejected, so it was now expected that the IRS would contest UPS's tax payments for subsequent years.

"There was nothing that amounted to a sham in this transaction,'' he said.

"Back in the early 1980s, if you came in and gave us a package and decided you needed more than $100 dollars of insurance on it, UPS handled that insurance.

"In the early 1980s, though, companies that offered that kind of insurance were facing regulation by the states.

"The last thing we wanted was to see UPS be regulated as an insurance company by 50 states plus the District of Columbia, so we decided to set up OPL and get us out of the insurance business. It is a perfectly legitimate transaction,'' he said.