By GLENN GARVIN
             Herald Staff Writer

             PANAMA -- With the Panama Canal scheduled to change hands at the end of
             1999, the U.S. military bases that studded its banks are starting to resemble ghost
             towns. Just five years ago, 10,200 troops were based here. Now it's about a third
             of that, and by Oct. 1, a bare 400 will be left.

             ``The end will come, pretty much, with a whimper,'' said David Hunt, the Air
             Force colonel who directs the U.S. military's Panama Canal treaty implementation
             office.

             Actually, the U.S. military presence in Panama is not quite dead. But the
             compilation of a list of 67,000 pieces of surplus equipment -- including everything
             from demolition kits to desk lamps -- is a sure sign that, after 96 years, the end is
             near.

             This is something of a surprise to many people in both countries. Although the U.S.
             military pullout was mandated by the 1977 treaties that turned the canal over to
             Panama, there was a widespread belief on both sides that some sort of deal would
             be struck to keep some American troops in the country.

             But on-again, off-again negotiations between the two countries lurched to a final
             halt last August with the defeat of a constitutional amendment that would have
             permitted Panamanian President Ernesto Perez Balladares to run for reelection.

             The loss left Perez Balladares a lame duck without the political clout to negotiate,
             and by the time a new president takes office in September, it will be much too late
             to resume negotiations.

             ``This process is irreversible,'' Hunt said flatly during a recent interview.

             The only negotiations between the United States and Panama these days are on
             the date for a ceremony marking the change in control over the canal. Panama
             originally planned an extravagant celebration Dec. 31 but discovered that none of
             the foreign leaders it expected to attend were willing to miss millennium
             celebrations in their own countries.

             The ceremony now appears likely to take place between Dec. 5 and 15. Panama
             is pressing for Vice President Al Gore to head the U.S. delegation. Overtures also
             have reportedly been made to former President Jimmy Carter -- who negotiated
             and signed the canal treaties.

             By that time, Panamanians may be heartily sick of turnover ceremonies anyway.
             Scarcely two weeks go by without one, as the U.S. decommissions one installation
             after another. Already this year, American troops have closed the electronic
             eavesdropping shop at Galeta Island on the Atlantic side of the canal, and Rodman
             Naval Station on the Pacific side.

             Still has property

             Despite all of the closed bases, a tremendous chunk of Panamanian territory
             remains under U.S. control. Of 93,000 acres of land occupied by the United
             States when the treaties were signed 22 years ago, only 35 percent has been
             turned over to Panama. Of the 5,000 American buildings in 1979, just 48 percent
             are in Panamanian hands.

             ``What is coming this year is huge,'' admitted Nicolas Ardito Barletta, head of the
             Interoceanic Region Authority, the Panamanian office in charge of developing
             territory turned over under the canal treaties.

             The next major round of closings will take place in November, when Howard Air
             Force Base and the army's Fort Kobbe, Fort Clayton and both East and West
             Corozal shut down.

             The bases will be nearly empty long before that. A major exodus of U.S. troops
             will begin in late May, when the school year ends and the six remaining schools for
             the families of servicemen close their doors for the last time. Families will start
             streaming out at the rate of 600 per month, straining the capacity of Panama's
             moving companies.

             Next destination

             Already the once-bustling bars and movie theaters on the U.S. bases are eerily
             deserted. Gossip is dominated by a single theme, the higher prices and limited
             on-base housing options available in Puerto Rico at Roosevelt Roads Naval Base
             and Fort Buchanan, the destinations for many of the soldiers left here.

             ``I wouldn't say there's a lot of sentimentality here,'' said Lt. Col. Byron D.
             Conover, spokesman for the U.S. Army South. ``The majority of military
             personnel came here knowing we were pulling out.''

             But Panama -- despite the heat, the bugs, and the long tropical Cold War with the
             now-deposed regime of Manuel Noriega -- did work its way into the hearts of a
             handful of American soldiers. One of them is Conover, now on his third
             assignment here in 18 years.

             He thought he was leaving for good last year when the U.S. Southern Command
             moved to Miami, but four months in South Florida changed his mind. ``It's a good
             place to visit,'' he observed diplomatically, ``but I'd rather live here.''

             ``If I stopped to think about it for a minute, I could get a little sad,'' Conover said.
             ``I love Panama. I have a lot of connections here. . . . But, ultimately, this is a
             mission, and the mission's over. There are 32 countries in our area of
             responsibility, and this time next year, Panama will be just one of the 32, no more,
             no less.''