LOS ANGELES (AP) - Shirley Williams had planned to donate her body to UCLA after she died, just as her husband had done two years ago.

But allegations that body parts intended for medical research were illegally sold has caused her to change her mind. Relatives of donors sued the university Monday, even as officials apologized and pledged to repair UCLA's cadaver program.

"It's devastating," said Williams, of Thousand Oaks, whose husband's body was donated after he died from complications of a stroke. "You feel like you've been kicked in the stomach. I just find it so difficult that someone would put money higher than the use of these bodies for research."

But that is exactly what family members allege happened in the lawsuit filed in Superior Court. They claim officials allowed the illegal traffic of body parts to go on, despite promises to clean up the program after revelations came to light in 1993 that remains were not disposed of as promised.

According to the lawsuit, which seeks class-action status, family members were promised that after research had been completed, donated bodies would be "cremated and disposed of in a dignified manner" - which would often include the scattering of ashes in a rose garden at an Orange County cemetery.

Instead, the plaintiffs charged, family members will never know what happened to their loved ones' remains because bodies and body parts were sold to numerous organizations.

Attorneys representing the family members will seek an injunction from a judge Tuesday to stop the cadaver program. Monetary damages are also sought, but no figure was cited in the filing.

University officials admitted Monday that some body parts were sold but said they were only used for medical research. They did not elaborate on when the parts were sold or how many there may have been.

The Los Angeles Times reported Tuesday that attorneys for one of two men arrested for allegedly selling body parts showed the newspaper invoices on UCLA letterhead indicating medical school officials sold 496 cadavers for a total of $704,600 between 1998 and 2003. UCLA officials said they had not seen the invoices, which were provided to the Times by lawyers for Ernest V. Nelson,

They also promised to revamp the cadaver program, saying they would appoint an interim director and conduct an independent audit led by former California Gov. George Deukmejian.

"These alleged crimes violate the trust of our donors, their families and UCLA," said Dr. Gerald Levey, a vice chancellor and dean of UCLA's David Geffen School of Medicine.

"We truly thought that we had adequate policies and procedures, which included strong administrative and audit oversight. We are investigating how our policies failed to detect these illegal activities."

The university's Willed Body Program has been under scrutiny since the weekend arrests of Nelson and its director, Henry Reid.

Reid, 54, was arrested Saturday for investigation of grand theft for allegedly selling corpses and body parts for profit. He was released from jail after posting $20,000 bail, and has declined to comment.

Nelson, 46, was arrested Sunday by University of California police for investigation of receiving known stolen property with a value of more than $400. A UCLA statement said Nelson, who was released from jail after posting $30,000 bail, was not a university employee.

Police said they searched Reid's Anaheim home and Nelson's Alta Loma home and seized a total of five computers, three firearms and boxes of documents.

Authorities also plan to serve a search warrant on the offices of the willed body program.

Karl Ross, acting police chief at UCLA, said the FBI may be brought into the investigation if it is determined that the sale of the body parts crossed state lines.

One other UCLA employee, who authorities believe to have accepted money for body parts, has been placed on leave. That person has not been identified or arrested.

Officials said the investigation started last month after Nelson filed a claim against the university for $241,000 for body parts he said he paid for and was then ordered to return.

Nelson told the Los Angeles Times that for six years he acted as a middle man who would retrieve body parts from the UCLA Medical School's freezer and sell them to large research companies.

He said Reid and other UCLA employees knew about his work.

He added that he collected the body parts by simply walking into the UCLA Medical Center twice a week with a saw and taking them. Over the past six years, he said, he cut up about 800 cadavers and took knees, hands, torsos, heads and other parts, which he sold to as many as 100 clients.

"If I wasn't supposed to be there, why couldn't they tell me that?" Nelson asked. "It was not done in secret."

UCLA attorney Louis Marlin denied the university knew donated bodies intended for medical students and research programs were being cut up and sold to others. He said Nelson paid for the parts he took with cashier's checks made out to Reid.

"For Nelson to say that other people knew what he was doing is ridiculous," Marlin said, adding those involved were hiding their activity from the university.

He said the university was still investigating how many cadavers Nelson may have cut up, but he added that the number couldn't possibly have been as high as 800.