              IN THE UNITED STATES COURT OF APPEALS

                      FOR THE FIFTH CIRCUIT

                            ______________
                              No. 01-40669
                             _____________


HARLEY POWER SYSTEMS, INC.

                                Plaintiff - Appellant-Cross-Appellee

     v.

YORK EQUIPMENT CORPORATION

                                Defendant - Appellee-Cross-Appellant

PERRY D REED & COMPANY, Professional Corporation;
JAMES A BUFFINGTON

                                Defendants - Appellees

_________________________________________________________________

YORK EQUIPMENT CORPORATION

                                Plaintiff - Appellee-Cross-Appellant

v.

HARLEY POWER SYSTEMS, INC

                              Defendant - Appellant-Cross-Appellee
_________________________________________________________________

           Appeal from the United States District Court
                 for the Eastern District of Texas
                           No. 6:99-CV-239
_________________________________________________________________
                          November 7, 2002

Before KING, Chief Judge, and JOLLY and HIGGINBOTHAM, Circuit
Judges.
PER CURIAM:*
      Counsel for the parties and the district court confected an
intricate set of verdict forms and jury instructions and carefully
allocated the responsibility for deciding the questions presented
between the jury and the district court.         We are not persuaded that
the   district   court   erred   in       entering   judgment   as   it   did.
Specifically, applying both the law of equitable estoppel and the
law of contract to the facts as the jury found them, the court did
not err in excusing Harley Power Systems, Inc. from the penalty
provisions while requiring it to resume payment on the notes.             The
district court did not err in awarding damages to Harley as
determined by the jury because there was sufficient evidence to
support the jury’s verdict.       Nor did the district court err or
abuse its discretion in not accelerating the notes or awarding
attorney’s fees to York Equipment Corporation because, based on
sufficient evidence, the jury found for Harley on York’s claims.
      The judgment of the district court is AFFIRMED.




      *
        Pursuant to 5TH CIR. R. 47.5, the court has determined
that this opinion should not be published and is not precedent
except under the limited circumstances set forth in 5TH CIR. R.
47.5.4.


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