February 23, 1996     [NOT FOR PUBLICATION]
                                [NOT FOR PUBLICATION]





                            UNITED STATES COURT OF APPEALS
                            UNITED STATES COURT OF APPEALS

                                FOR THE FIRST CIRCUIT
                                FOR THE FIRST CIRCUIT



                              _________________________







          No. 95-1884







                           JOSE L. APONTE-FIGUEROA, ET AL.,



                               Plaintiffs, Appellants,



                                          v.



                            BULK TERMINAL OPERATORS, INC.,



                                 Defendant, Appellee.



                              _________________________



                     APPEAL FROM THE UNITED STATES DISTRICT COURT



                           FOR THE DISTRICT OF PUERTO RICO



                      [Hon. Justo Arenas, U.S. Magistrate Judge]
                                          _____________________



                              _________________________



                                        Before



                               Selya, Boudin and Lynch,



                                   Circuit Judges.
                                   ______________



                              _________________________



               Luis F. Padilla for appellants.
               _______________

               Ruperto J. Robles for appellee.
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                              _________________________







                              _________________________



































                    Per  Curiam.    The  law of  contract  formation  being
                    Per  Curiam.
                    ___________



          settled, the  only question presented  on this appeal  is whether



          the  decision of the magistrate judge, entered after a full trial



          over  which he  presided,  see 28  U.S.C.    636(c),  is  clearly



          erroneous in  one or more respects.   See Fed. R.  Civ. P. 52(a).
                                                ___



          The clear error hurdle is high:  an appellate court "ought not to



          upset findings of fact or conclusions  drawn therefrom unless, on



          the  whole record,  we form  a strong,  unyielding belief  that a



          mistake  has been made."   Cumpiano v. Banco  Santander P.R., 902
                                     ________    _____________________



          F.2d 148, 152 (1st Cir. 1990); accord In re Tully,  818 F.2d 106,
                                         ______ ___________



          109 (1st Cir. 1987).



                    Here, the  hurdle is insurmountable.   We have examined



          the   record  in  this  case,   read  the  parties'  briefs,  and



          entertained oral argument.   As a result of that  careful review,



          we  conclude,  without  serious  question, that  no  clear  error



          infects  the  magistrate's findings  of fact.   After  all, "when



          there are two permissible views of the evidence, the factfinder's



          choice between  them cannot  be clearly  erroneous."   Johnson v.
                                                                 _______



          Watts  Regulator  Co.,  63  F.3d  1129,  1138  (1st  Cir.  1995).
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          Consequently,  we need  go no  further.   We affirm  the judgment



          below  for substantially the reasons set  forth in the magistrate



          judge's  well-considered opinion.   See  Aponte-Figueroa v.  Bulk
                                              ___  _______________     ____



          Terminal  Operators,  Inc.,  No.  93-2488 (DRD)  (JA),  slip  op.
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          (D.P.R. July 5, 1995).







                    Affirmed.
                    Affirmed.
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