In fact, Crown is something of an anomaly in the rapidly consolidating oil industry filled with global giants such as BP Amoco, Royal Dutch Shell and the proposed Exxon Mobil. The company is tightly controlled by family members -- sort of like the longtime neighborhood hardware store surrounded by Home Depot and other major chains. Even within the refining and marketing sector of the oil industry, which includes Sun, Tosco, Valero and Ultramar Diamond Shamrock, Crown is different.

Those competitors "represent vastly different combinations of refining and marketing operations and in each case considerably greater revenues," said Crown Chairman Henry A. Rosenberg Jr. in written responses to questions. Rosenberg declined to be interviewed because of pending litigation.

Today, Rosenberg finds his company facing the most severe tests of its 82-year history. With oil prices at their lowest levels in decades, the company's bottom line is suffering and with that, its stock price. But those problems are compounded by a lockout at its refinery near Houston that has dragged on for three years, by shareholder lawsuits that allege mismanagement and by a million-dollar environmental fine.

Crown consists of two Texas refineries with a combined capacity of about 160,000 barrels per day and a retail network of 343 service stations and Fast Fare and Zippy Mart convenience stores. While other convenience store and gasoline retailers such as Circle K, Southland and Stop & Go have gone into bankruptcy, Rosenberg noted, "Crown has survived."

But in the oil industry today, surviving is getting harder and harder. The refining industry is in a slump, faced with the lowest profit margins in years. In the fourth quarter industry margins were around $1 a barrel, compared with a more normal range of $2 to $5. And Crown Central's stock is in a slump that some analysts say goes beyond just the cyclical downturn in the industry.

"That's not the reason the stock is selling at this very depressed level," said Alvin D. Silber, an industry analyst with Herzog, Heine, Geduld of New York. "That level relates to their labor problems and the image the company has been saddled with because of its seeming inability to manage its way out of the image."

Crown's stock closed at $7.68 3/4 on Friday, down considerably from its $36.62 1/2 price in 1989. As recently as 1997, Crown stock was trading at around $20 a share.

"It's the sort of a case study that probably should be looked at by Harvard MBAs," Silber said. "How do you straighten out this situation and have the shareholders benefit from what fundamentally is a pretty good business?"

Crown's most public and bitter battle is with one of its unions. In February 1996, the company locked out workers at its Pasadena, Tex., refinery.

The company's version is that it locked out 252 well-compensated members of the Oil, Chemical & Atomic Workers Union (which last month merged with the United Paperworkers International Union) after more than 400 documented acts of sabotage and vandalism at the refinery. The union's version is that the company demanded a 40 percent reduction in the work force and tried to force a strike, hoping to bring in non-union workers. Then, when it became clear that the union didn't plan to strike, the company locked out the workers, said Joe Drexler, OCAW special projects director. The refinery continues to operate using management and replacement employees.

The result of the lockout has been a multiyear corporate campaign and boycott. Corporate campaigns are a union strategy aimed at putting pressure on a company on almost every possible front. In the case of Crown, that has included appeals to the Baltimore City Council, environmental groups, religious and human rights organizations and others for help in ending the lockout.

Recently, the union, with the help of its Norwegian counterpart, succeeded in persuading the Norwegian state oil company to tell Crown that it won't renew its contract to supply crude oil when it expires or expand its business with the company until Crown settles the union problems.

Although it was a symbolic victory for the union, the warning won't have any immediate impact since the contract with Norway runs for another 18 months.

But low stock prices and the corporate campaign aren't the company's only worries. In the past year, Crown was also hit with a record air-pollution fine against its Pasadena refinery. The state environmental commission levied a $1.055 million fine -- the largest fine ever imposed by Texas for air-quality violations -- against the company.

And Crown is also the target of two recently filed lawsuits -- a suit by a handful of individual shareholders alleging that the family has run the company to benefit itself rather than the stockholders, and an employee suit alleging race and sex discrimination. The company has denied the allegations in the suits, which it says it believes were inspired by the union as part of the corporate campaign. The company has two classes of stock, Class A and Class B. The majority of the Class A stock is held by family members -- in the past by both Rosenberg's family and other heirs to founder Louis Blaustein. A recent reorganization of Crown's parent company resulted in the controlling interest in Crown Central going to Rosenberg's family. Other heirs wound up with non-Crown assets.

The holders of the Class A stock elect seven of the company's directors and essentially call the shots. Such an arrangement is unusual, but not unheard-of.

Most of the other major shareholders of Crown are investment funds. But in recent months a new, potentially more activist shareholder has taken a major position in the company. Heartland Advisors Inc. of Milwaukee had acquired 15.2 percent of Crown's Class B shares as of last month.

According to Alan Kahn, a New York-based investment manager who has sometimes teamed up with one of the principals in Heartland, calls it "a well-respected, value-oriented investment firm."

"They are activists, and they have gotten involved in situations where things are not being done properly," he said, adding that the firm has a good record in terms of picking undervalued companies.

Analysts note that growth and consolidation are occurring in the refining and marketing end of the oil business as they are elsewhere. Crown might merge with another refiner and marketer or spin off its refining business and concentrate on marketing, Silber said. "Their marketing assets really are of very good quality."

Rosenberg didn't quash merger speculation. "Crown has continually evaluated its role in the industry," he said. "Over the past seven decades we have frequently adjusted our mix of exploration and production, refining and marketing."

Rosenberg noted that in the 1980s, Crown "made what proved to be a very wise decision to sell the bulk of our exploration and production business.

"The industry is currently in the midst of some of the most dramatic restructuring since the breakup of the Standard Oil Trust," he said. "We have no concrete plans at the present time to change the company's focus, but we have not and will not rule out anything."

A Look at ... Crown Central Petroleum

Business: Crown operates two refineries that
combined can produce 160,000 barrels per day. The company
also has retail operations, running 375 service stations
in eight Mid-Atlantic and Southeastern states.
Headquarters: Baltimore Founded: 1917, became a
Baltimore company in 1930 when a group from the city 
bought a controlling stake in the company. 
Chairman,  president, chief executive: Henry A. 
Rosenberg Jr. 
Ticker symbol: CNP/A and CNP/B on the American 
Stock Exchange. 
Employees: 3,000. 
Source: Company reports, Bloomberg News