USPCI <UPC> SEEN REJECTING UNION PACIFIC BID share bid made last Wednesday by Union Pacific Corp (UNP), analysts said. "The offer is inadequate," said Douglas Augenthaler, an analyst with E.F. Hutton, noting that it does not represent the needed premium over the company's fundamental value based on earnings estimates. USPCI, which has 8.7 mln shares outstanding, was trading at 48-1/8, down 3/8. USPCI vice president of finance Larry Shelton said he could not comment on the adequacy of the offer or on when the board would meet to consider it. Augenthaler said that while USPCI was trading at only 34 dlrs a share at the time of the takeover bid, its announcement that same day of higher earnings expectations changed its value. USPCI said its second quarter earnings would exceed analysts expectations of 24 to 30 cts a share. At that price, USPCI could maintain a stock price in the low 40s, Augenthaler said. Hutton revised its 1987 earnings estimate for the waste management concern to 1.40 dlrs a share from 1.20 dlrs on the announcment, he said. It lifted its 1988 projection to 1.90 dlrs a share from 1.70 dlrs. In addition, analysts said the hazardous waste management business holds significant growth potential. The industry has grown from 16 to 35 pct over the last five years, based on earnings per share, said Jeffrey Klein, an analyst with Kidder Peabody and Co. The industry is expected to continue growing at 15 to 35 pct over the next five years, he said. Augenthaler said the 43-dlr-a-share offer, or 375 mln dlrs total, would be a bargain for Union Pacific. The transportation and energy company would both gain entry into a profitable business and win cost-control benefits, he said. "Union Pacific has what are rumored to be some fairly signficant environmmental problems of its own," he said. Herb Mee Jr., president of Beard Oil Co (BEC), which holds a 30.4 pct stake in USPCI, said last week Union Pacific's offer was "grossly inadequate."