NEW YORK--Unhappy with the ownership of Buck Consultants L.L.C., two recently departed top Buck executives--without authorization from the benefit consulting firm's parent--allegedly pursued deals with venture capitalists to sell Buck, according to a lawsuit.

The lawsuit filed by Affiliated Computer Services Inc., the Dallas-based technology giant that purchased Buck--then part of Mellon Financial Corp.--in 2005, charges that the motivation behind the actions of Howard Fine, Buck's then-chairman of the board, and Christopher Michalak, then an executive managing director, was "simply for the reason that they personally would like to own Buck instead of ACS owning Buck."

Additionally, the suit charges that Messrs. Fine and Michalak communicated with other employees at New York-based Buck, one of the nation's oldest and largest benefit consulting firms, asking them to resign if ACS didn't sell to a venture capital group that included the two executives.

The suit, which was filed last month, also charges that the two former Buck executives made unauthorized disclosures of confidential and proprietary Buck information to outsiders "as part of their attempt to find venture capital financing for a purchase of Buck."

Through their statements and conduct, Messrs. Fine and Michalak, both of whom left the company last month, "falsely portrayed to the financial community, Buck employees and potentially, Buck customers and prospects that Buck 'is on the auction block,'" according to the suit, which was filed in the Supreme Court of the State of New York County of New York.

The suit says the defendants' false statements that Buck is for sale will likely damage Buck's relationships with current and prospective clients, who likely would hesitate to do business if they believed Buck was for sale.

Mr. Fine's attorney, Susan Brune, a partner at Brune & Richard L.L.P. in New York, said: "The allegations are untrue and without merit. Mr. Fine strongly denies any wrongdoing. This lawsuit is about attacking the good reputation of a man who worked tirelessly to grow Buck and ACS, and to ensure that Buck was well-managed and viable in the long term."

Mr. Michalak, who lives in a Chicago-area suburb, declined to comment.

An ACS spokesman said the company will "pursue every available remedy we deem appropriate to address this situation."

ACS has named David Bywater, formerly chief operating officer for ACS HR outsourcing, as senior managing director-Human Capital Management Solutions, to replace Mr. Fine.

Mr. Michalak was replaced by Jan Grude, previously managing director of ACS/Buck's Canadian operations and now executive managing director at Buck Consultants.Both will be based in Buck's New York office.