SEC NEWS DIGEST Issue 2003-107 June 5, 2003 ENFORCEMENT PROCEEDINGS PUBLIC ADMINISTRATIVE PROCEEDINGS INSTITUTED AGAINST AND SIMULTANEOUSLY SETTLED WITH MONTY MYLER On June 3, the Commission entered an Order Instituting Public Administrative Proceedings Pursuant to Section 15(b) of the Securities Exchange Act of 1934, Making Findings and Imposing Remedial Sanctions (Order) against Monty R. Myler of Palm Beach Gardens, Florida. The Commission simultaneously accepted Myler's Offer of Settlement wherein he consented to the entry of an order barring him from association with any broker or dealer. The Order alleges that from October 1998 through June 1999, Myler, a manager and a registered representative associated with a registered broker-dealer, conspired to commit securities fraud by engaging in a fraudulent scheme to manipulate the market in the securities of Lifekeepers International, Inc. by making undisclosed payments to salespersons who recommended and sold Lifekeepers stock. On March 21, 2001, Myler pled guilty to one count of conspiracy to commit securities fraud, mail fraud and wire fraud and was sentenced to three years of probation and ordered to make restitution and perform community service (U.S. v. Monty Myler, Case No. 00-8164-CR-Ryskamp, S.D. Fla. 2000). (Rel. 34-47967; File No. 3-11143) PUBLIC ADMINISTRATIVE PROCEEDINGS INSTITUTED AGAINST MATTHEW BENEDETTO On June 3, the Commission entered an Order Instituting Public Administrative Proceedings Pursuant to Section 15(b) of the Securities Exchange Act of 1934 (Order) against Matthew J. Benedetto (Benedetto) of Jupiter, Florida based on his criminal conviction for conspiracy to commit securities fraud, mail fraud and wire fraud. The Order alleges that Benedetto pled guilty to one count of an indictment charging him with conspiracy to commit securities fraud, mail fraud and wire fraud. The indictment alleged that while employed as a registered representative at a registered broker-dealer, Benedetto accepted secret payoffs to induce his clients to purchase the securities of Lifekeepers International, Inc. Benedetto was sentenced to three years of probation and ordered to pay $60,836 in restitution. A hearing will be scheduled before an administrative law judge to determine whether the allegations contained in the Order are true, to provide Benedetto an opportunity to dispute these allegations, and to determine what remedial sanctions, if any, are appropriate and in the public interest. (Rel. 34-47968; File No. 3-11144) ADMINISTRATIVE PROCEEDINGS INSTITUTED, FINDINGS MADE AND REMEDIAL SANCTIONS IMPOSED AGAINST EDWARD GURIN On June 4, the Commission issued an Order Instituting Administrative Proceedings, Making Findings, and Imposing Remedial Sanctions (Order) against Edward Gurin. These proceedings stem from the Commission's investigation of fraudulent stock offerings by E. Gurin, which resulted in the civil injunctive action SEC v. Edward Gurin and Trinarc Corporation, 01 Civ. 1649 (WK) (S.D.N.Y.)(Injunctive Action). The Order, which bars E. Gurin from association with any broker or dealer, follows the entry on May 16, 2003, of permanent injunctions against E. Gurin and Trinarc in the Injunctive Action. E. Gurin consented to the Order without admitting or denying the Commission's substantive findings, except that he admits his consent to a final judgment in the injunctive action, his guilty plea in the criminal action, and the filing of the SEC's complaint. The Commission's complaint in the Injunctive Action alleged that E. Gurin and Trinarc used material misrepresentations and omissions to solicit investors to give E. Gurin and Trinarc money to invest in unregistered, and at times, non-existent securities of private companies. The complaint alleged that the frauds E. Gurin and Trinarc undertook included two offerings of unregistered Trinarc stock, in 1999 and 2001, an offering of warrants of Actium Pharmaceuticals, Inc. (Actium), a drug company, in the spring of 2000, and an offering of warrants of Devon, a fictitious company, in May 2000. The complaint further alleged that to raise monies, E. Gurin knowingly or recklessly made misrepresentations and misleading omissions to various clients, including: (1) misrepresenting to clients that Trinarc had a contract that in fact never occurred to supply $35 million worth of computers to schools in Mexico as part of an arrangement involving the U.S. Department of Commerce, International Business Machines Corporation, and an initiative supposedly called e-NAFTA; (2) misrepresenting to clients that Trinarc would launch an IPO in 2001 at $10 per share, when Trinarc was not even incorporated; (3) selling to investors warrants purportedly issued by Actium, where Actium never issued said warrants; (4) falsely representing that Actium was being acquired by a German company In the Injunctive Action, the District Court entered final judgments which permanently enjoin E. Gurin and Trinarc from violating Section 17(a) of the Securities Act of 1933, Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5 thereunder. The final judgments also direct E. Gurin and Trinarc to pay disgorgement and interest totaling $2,657,794.33 and $603,619.63, respectively, and do not impose a civil penalty against E. Gurin or Trinarc. The District Court entered the final judgments pursuant to E. Gurin's and Trinarc's offers of settlement to the Commission, in which E. Gurin and Trinarc neither admitted or denied the allegations contained in the complaint. On April 27, 2001, E. Gurin pled guilty to one criminal count of conspiracy to commit mail, wire, and securities fraud in violation of Title 15, United States Code, Sections 77q(a) and 77x; Title 18, United States Code, Sections 1341 and 1343 in the related criminal action captioned USA v. Joshua Gurin, et al, 01 Cr. 144 (JSR) (Criminal Action). On Oct. 29, 2001, Judge Jed S. Rakoff of the District Court sentenced E. Gurin to serve 38 months in a Federal prison and be subject to post-incarceration supervised release for a term of 3 years. Judge Rakoff further ordered E. Gurin to pay restitution to victims in the amount of $1,868,910. (Rel. 34-47976; File No. 3-11147) SEC INSTITUTES ADMINISTRATIVE PROCEEDINGS PURSUANT TO RULE 102(e)(3) AGAINST AUDITORS OF CENDANT CORPORATION AND CUC INTERNATIONAL On June 4, the Commission issued separate Orders Instituting Administrative Proceedings Pursuant to Rule 102(e)(3) of the Commission's Rules of Practice, Making Findings, and Imposing Remedial Sanctions (Orders) against Kenneth Wilchfort, CPA, and Marc Rabinowitz, CPA. Without admitting or denying the findings, Wilchfort and Rabinowitz consented to the issuance of the Orders, which suspend them from appearing or practicing before the Commission as accountants and provides that they may apply for reinstatement after four years. The Orders were based upon Final Judgments entered by consent against Wilchfort and Rabinowitz, permanently enjoining them from aiding and abetting an issuer that files with the Commission a report required to be filed with the Commission, pursuant to Section 13(a) of the Securities Exchange Act of 1934 (Exchange Act), and the rules and regulations promulgated thereunder, in violation of Section 13(a) of the Exchange Act or Rules 12b-20, 13a-1 or 13a-13 promulgated thereunder. The Final Judgments were issued in the civil action entitled Securities and Exchange Commission v. Kenneth Wilchfort, CPA, and Marc Rabinowitz, CPA, Civil Action Number 03-0933, in the United States District Court for the District of Columbia. The Commission's complaint alleged that Wilchfort and Rabinowitz improperly failed to detect that CUC's and Cendant's financial statements were not presented in conformity with generally accepted accounting principles and Wilchfort and Rabinowitz had a duty to withhold their firm's audit report containing an unqualified opinion and take appropriate steps to prevent these financial statements from being filed with the Commission and circulated to investors. By issuing E&Y audit reports containing unqualified opinions on the financial statements and allowing the reports and the financial statements to be filed with the Commission and circulated to investors, Wilchfort and Rabinowitz aided and abetted CUC's and Cendant's violations of the reporting provisions of the federal securities laws. The Commission previously brought related civil actions and administrative proceedings against nine other individuals, as well as against the issuer. In those actions, the Commission charged among others, CUC's former Chairman and Chief Executive Officer, President and Chief Operating Officer, Chief Financial Officer, Controller and Senior Vice President, Vice President of Accounting and Reporting, and Director of Financial Reporting. See Litigation Release No. 18102 (April 24, 2003); Litigation Release No. 16910 (February 28, 2001); Litigation Rel. No. 16587 (June 14, 2000); Exchange Act Rel. No. 42933 (June 14, 2000); Exchange Act Rel. No. 42934 (June 14, 2000); Exchange Act Rel. No. 42935 (June 14, 2000); Exchange Act Rel. No. 42936 (June 14, 2000); Exchange Act Rel. No. 43034 (July 13, 2000). These actions remain pending as to four of these individuals. The Commission acknowledges the assistance provided by the U.S. Attorney for the District of New Jersey. (Rel. 34-47979; AAE Rel. 1794; File No. 3-11149) COMMISSION SANCTIONS WHX CORPORATION On June 4, the Commission found that WHX Corporation violated Section 14(d)(4) and Rule 14d-10(a)(1) of the Securities Exhange Act of 1934 (All Holders Rule). Rule 14d-10(a)(1) requires that tender offers be open to all security holders of the class of securities subject to the offer. The Commission found that WHX Corporation's 1997 tender offer for Dynamics Corporation of America violated Section 14(d)(4) and Rule 14d-10(a)(1) because it excluded shareholders who were unable to provide a proxy to vote at the May 2 shareholders' meeting from tendering their shares. The Commission rejected WHX Corporation's claim that it is necessary to establish that a tender offeror acted with a particular state of mind or that shareholders were harmed in order to find a violation of the All Holders Rule. Noting that "[c]ompliance with the All Holders Rule is essential to ensure fair and equal treatment of all holders of the class of securities that is the subject of a tender offer," the Commission held that "WHX violated this clear and unambiguous Rule in a deliberate and willful manner." Based on these findings, the Commission concluded that it was in the public interest to order WHX to cease and desist from committing or causing any violations or future violations of Section 14(d)(4) and Rule 14d-10(a)(1). (Rel. 34-47980; File No. 3-9634) SEC INSTITUTES SETTLED CEASE-AND-DESIST PROCEEDINGS AGAINST INTELLECTEXCHANGE.COM On June 4, the Commission filed a settled cease-and-desist proceeding against IntellectExchange.com (IntellectExchange), an Internet-based service company located in Bedford, Massachusetts. The Commission found that IntellectExchange had engaged in the unregistered offer and sale of more than $3.7 million of its stock to almost 100 investors residing throughout the United States. According to the Commission's findings, IntellectExchange offered and sold its stock with the assistance of Pre- IPO Financial Group, LLC, a Los Angeles, California-based company that contacted potential investors and prepared certain offering documents. The Commission found that IntellectExchange violated the securities registration provisions of the federal securities laws. Without admitting or denying the Commission's findings, IntellectExchange consented to the entry of an order requiring it to cease and desist from committing or causing any violation and any future violation of Sections 5(a) and 5(c) of the Securities Act. (Rel. 33- 8237; File No. 3-11148) SEC PERMANENTLY BARS TWO LONG ISLAND BROKERS FOR INSIDER TRADING ARISING OUT OF PRE-PUBLICATION ACCESS TO BUSINESS WEEK MAGAZINE The Commission announced that on June 5, 2003, it instituted and simultaneously settled public administrative proceedings, pursuant to Section 15(b) of the Securities Exchange Act of 1934 (Exchange Act), against Peter L. Cohen and Seth J. Glaser. At the time of the conduct that was the subject of the Commission's action, Cohen and Glaser were associated with broker-dealers registered with the Commission, and the Commission's Orders Instituting Public Administrative Proceedings Pursuant to Section 15(b)(6) of the Securities Exchange Act of 1934, Making Findings, and Imposing Remedial Sanctions (Orders) permanently bar Cohen and Glaser from association with a broker or dealer. The Commission's Orders were based on the entry of a Final Judgment of Permanent Injunction and Other Relief by Consent against Cohen and against Glaser by the U.S. District Court for the Eastern District of New York, in the Commission's civil action against them and four other defendants. (Litigation Release No. 17789). The Commission's Orders found that the Commission's Complaint in the civil action charged Cohen and Glaser with violations of Section 10(b) of the Exchange Act and Rule 10b-5 thereunder, and that the Complaint alleged, inter alia, that Cohen and Glaser participated in an insider trading scheme involving nonpublic advance copies of the "Inside Wall Street" (IWS) column of Business Week magazine; paid another defendant cash in exchange for communicating the contents of IWS columns to them before the columns were made public; traded securities while in possession of the nonpublic information obtained from the IWS columns; and recommended securities mentioned in the IWS columns to their brokerage customers while in possession of the nonpublic contents of the IWS columns. The Commission simultaneously accepted Offers of Settlement from Cohen and from Glaser in which, without admitting or denying the Commission's findings, they consented to the entry of the Orders barring them from association with a broker or dealer. In related criminal proceedings brought by the United States Attorney's Office for the Eastern District of New York, Cohen and Glaser previously pleaded guilty to one felony count each of conspiracy to commit securities fraud. The Commission's civil action remains pending against the four other defendants. (Glaser - Rel. 34-47987; File No. 3-11151 and Cohen - Rel. 34-47988; File No. 3-11152) SEC ALLEGES FRAUD AGAINST MIAMI, FLORIDA COMMUNICATIONS COMPANY IN CONNECTION WITH UNREGISTERED SECURITIES OFFERING The Commission announced that on March 11, 2003, it filed a federal civil injunctive action against Public Communication Services, Inc. n/k/a Sprawlnet.com, Inc. (Sprawlnet) of Miami, Florida, Alfredo Susi, Sprawlnet's chief executive officer and president, and Richard Balber, one of Sprawlnet's top sales agents, seeking to permanently restrain them from violating the federal securities laws as a result of their alleged fraudulent, unregistered offering of Sprawlnet's securities. Simultaneously with the filing of the complaint, defendants, without admitting or denying the allegations in the complaint, consented to the entry of final judgments. According to the SEC's complaint, Sprawlnet operated a "diversified communications services company" that concentrated in the pay telephone, prepaid phone card and Internet search engine/portal businesses and raised approximately $7 million through in-house sales representatives offering and selling Sprawlnet's stock. The complaint alleges that Sprawlnet's written offering materials contained material misrepresentations and omissions concerning, among other things (i) Sprawlnet's use of investor proceeds, (ii) commissions paid to Sprawlnet's sales representatives, (iii) the status of a purported upcoming Initial Public Offering of Sprawlnet's stock, and (iv) the Company's operations. Sprawlnet's unlicensed sales representatives repeated these misrepresentations in telephone solicitations and, among other things, expanded upon them regarding the safety of the investment and price predictions for Sprawlnet's stock. As a result, the Commission charged Sprawlnet, Susi and Balber with violations of Sections 5(a), 5(c), and 17(a) of the Securities Act of 1933 and Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5 thereunder and Balber with violations of Section 15(a) of the Securities Exchange Act of 1934. The SEC sought, among other things, a permanent injunction against Sprawlnet, Susi and Balber as well as disgorgement of ill-gotten profits and a civil money penalty against Susi and Balber in its lawsuit. On April 6, 2003, the Honorable Joan A. Lenard, U.S. District Judge for the Southern District of Florida, entered by consent, among other things, a final judgment of permanent injunction against all of the defendants. Balber was ordered to disgorge $348,034 with prejudgment interest of $29,387 and to pay a civil monetary penalty of $120,000. Susi was ordered to disgorge $852,197 with prejudgment interest. However, based upon Susi's sworn statement of financial condition and other representations, payment of such amount was waived and a civil monetary penalty was not imposed. [SEC v. Public Communication Services, Inc. n/k/a Sprawlnet.com, Inc., Alfredo Susi and Richard Balber, Case No. 03-20557-CIV-Lenard/Simonton, SD Fla.] (LR-18173) SIX FORMER SENIOR EXECUTIVES OF XEROX SETTLE SEC ENFORCEMENT ACTION CHARGING THEM WITH FRAUD; EXECUTIVES AGREE TO PAY OVER $22 MILLION IN PENALTIES, DISGORGEMENT AND INTEREST The Commission announced today that on June 5 it filed a civil fraud injunctive action in the U.S. District Court for the Southern District of New York charging six former senior executives of Xerox Corporation, including its former chief executive officers, Paul A. Allaire and G. Richard Thoman, and its former chief financial officer, Barry D. Romeril, with securities fraud and aiding and abetting Xerox's violations of the reporting, books and records and internal control provisions of the federal securities laws. The complaint alleges that the executives engaged in a fraudulent scheme that lasted from 1997 to 2000 that misled investors about Xerox's earnings to polish its reputation on Wall Street and to boost the company's stock price. The scheme involved the use of accounting devices that were not disclosed to investors, many of which violated generally accepted accounting principles (GAAP). The complaint alleges that the defendants' fraudulent conduct was responsible for accelerating the recognition of equipment revenues by approximately $3 billion and increasing pre-tax earnings by approximately $1.4 billion in Xerox's 1997-2000 financial results. The six defendants have agreed to pay over $22 million in penalties, disgorgement and interest without admitting or denying the SEC's allegations. The complaint names the following individuals as defendants who held senior positions at Xerox during 1997 through the publication of Xerox's 2000 financial statements: (1) Paul A. Allaire, the former CEO of the company until April 1999 and again from May 2000 through August 2001, and also the former Chairman of Xerox's Board of Directors and a Director throughout the period charged in the complaint; (2) G. Richard Thoman, the former President and Chief Operating Officer from July 1997 through April 1999, CEO from April 1999 through May 2000, and also a Director of the company from July 1997 through May 2000; (3) Barry D. Romeril, the former CFO from 1993 through December 2001, and executive vice president from 1997 through early 1999 and then Vice Chairman; (4) Philip D. Fishbach, the former Controller until his retirement from Xerox in April 2000; (5) Daniel S. Marchibroda, the former Assistant Controller until January 2000; and (6) Gregory B. Tayler, the former Director of Accounting Policy (March 1997-April 1999), Assistant Treasurer (May 1999-March 2000) and Controller (April 2000-November 2001). The Commission's complaint alleges that the defendants relied on what Xerox internally called "one-time actions," "one-offs," "accounting opportunities" and "non-operational actions" to impose accounting adjustments on operational results for the purpose of increasing equipment revenues and inflating earnings in financial results Xerox reported to the public. These accounting actions, which were not disclosed to investors, were used at the end of each financial reporting period during 1997 - 2000 to "close the gap" between Xerox's actual underlying earnings and its internal targets and those of Wall Street analysts. The accounting devices improved Xerox's earnings, equipment revenues and margins in each quarter and year during 1997 - 2000, and allowed Xerox to meet or exceed Wall Street expectations in nearly every reporting period during 1997 - 1999. By 1998, nearly three out of every ten dollars of Xerox's annual reported pre-tax earnings and up to 37 percent of its reported quarterly pre-tax earnings came from undisclosed changes to its historic accounting practices and estimates. Specifically, the complaint alleges that all of the defendants fraudulently failed to disclose to shareholders and investors the financial impact of the principal accounting devices Xerox used during 1997-2000. These devices accelerated the recognition of equipment revenue and increased earnings from leases of Xerox copiers that historically were recorded in future periods, and allowed Xerox to portray its business and growth as far more robust in 1997-99 than they in fact were. The complaint further alleges that defendants Romeril, Fishbach, Marchibroda and Tayler, Xerox's senior financial executives, knew or were reckless in not knowing that these accounting devices violated GAAP and should have been disclosed under GAAP. In addition, as alleged in the complaint, Romeril, Fishbach and Marchibroda knowingly or recklessly used excess or cushion reserves and income from tax refunds to manage earnings in violation of GAAP, and Tayler was aware of the improper use of the largest of these reserves. Finally, the complaint alleges that all of the defendants used undisclosed business transactions in 1999 to accelerate the recognition of equipment revenue and earnings that concealed financial and operating weaknesses. The defendants have each offered to settle by consenting, without admitting or denying the SEC's allegations, to the entry of a final judgment in the civil action that: (1) permanently enjoins each of them from violating Section 10(b) of the Exchange Act and Rule 10b-5 thereunder, aiding and abetting violations of Sections 13(a), 13(b)(2)(A) and 13(b)(2)(B) of the Exchange Act and Rules 12b-20, 13a-1 and 13a-13 thereunder, and (except for Allaire and Thoman) violating Section 13(b)(5) of the Exchange Act and Rule 13b2-1 thereunder; (2) imposes an officer and director bar against Allaire (5 years), Thoman (3 years) Romeril (permanent), and Fishbach (5 years); (3) requires each of them to pay civil penalties in the following amounts: $1 million for Allaire; $750,000 for Thoman; $1 million for Romeril; $100,000 for Fishbach; $75,000 for Marchibroda; and $75,000 for Tayler; (4) requires each of them to pay disgorgement and prejudgment interest thereon in the following amounts: Allaire -- $5,696,678 in disgorgement and $1,938,124 in prejudgment interest; Thoman -- $4,668,396 in disgorgement and $1,440,993 in prejudgment interest; Romeril -- $2,987,282 in disgorgement and $1,227,688 in prejudgment interest; Fishbach -- $666,748 in disgorgement and $289,904 in prejudgment interest; Marchibroda -- $273,399 in disgorgement and $88,920 in prejudgment interest; and Tayler -- $92,603 in disgorgement and $32,397 in prejudgment interest; and (5) requires Fishbach and Marchibroda to relinquish their respective rights to certain deferred bonuses ($127,035 for Fishbach and $50,228 for Marchibroda) plus accrued interest on these amounts. In addition, both Romeril and Tayler have agreed to the entry by the SEC of an Order pursuant to Rule 102(e) of the SEC's Rules of Practice that suspends each of them (based on the entry of the injunction in the federal court action) from appearing or practicing before the SEC as an accountant. This Order will suspend Romeril permanently and suspend Tayler for three years with a right to apply for reinstatement after the three-year period. The Commission previously brought two other injunctive actions based on the same fraudulent scheme as is alleged against the senior Xerox executives, as well as other allegations. On April 11, 2002, the Commission brought an injunctive action against Xerox. Without admitting or denying the allegations of the complaint, Xerox consented to the entry of a Final Judgment that permanently enjoined the company from violating the antifraud, reporting and record keeping provisions of the federal securities laws. Xerox also paid a $10 million civil penalty, agreed to restate its financial statements and agreed to hire a consultant to review the company's internal accounting controls and policies. SEC v. Xerox Corporation, Civil Action No. 02-CV-2780 (DLC) (S.D.N.Y.) (April 11, 2002). See LR-17465 / April 11, 2002/AAE Rel. 1542 / April 11, 2002. In addition, on Jan. 29, 2003, the Commission brought an injunctive action against Xerox's former auditor, KPMG LLP, and four of its audit partners in connection with the audits of Xerox from 1997 - 2000. The action against KPMG and its partners is currently in litigation. SEC v. KPMG LLP, Joseph T. Boyle, Michael A. Conway, Anthony P. Dolanski and Ronald A. Safran, Civil Action No. 03 CV 0671 (DLC) (S.D.N.Y.) (Jan. 29, 2003). See LR-17954 / Jan. 29, 2003/AAE Rel. 1709 / Jan. 29, 2003. [SEC v. Paul A. Allaire, G. Richard Thoman, Barry D. Romeril, Philip D. Fishbach, Daniel S. Marchibroda and Gregory B. Tayler, Civil Action No. 03 CV 4087 (DLC) SDNY] (LR-18174; AAE Rel. 1796); (Press Rel. 2003-70) SEC SETTLES CLAIM INVOLVING INSIDER TRADING AND BARS A BROKER FROM THE INDUSTRY The Commission today announced that the Honorable Victor Marrero of the U.S. District Court for the Southern District of New York entered Final Judgments of permanent injunction and other relief against defendant Jon Geibel (Geibel) of Greeneville, Kentucky on May 19, 2003. This judgment settles the Commission's claim against Geibel in a civil action filed by the Commission on March 14, 2000, alleging that from 1997 through January 2000, Geibel and others engaged in a widespread insider trading scheme that produced over $8 million in illegal profits from trading in the securities of twenty-three public companies. The Commission's complaint alleges that John Freeman, a temporary word- processing employee at Goldman Sachs & Co., Inc. and later Credit Suisse First Boston, tipped James Cooper and other defendants about merger and acquisition transactions involving clients of those investment banking firms. The Complaint alleges that Cooper tipped his broker, Chad Conner, who in turn, tipped Gordon Allen. Allen tipped his business partner, Geibel, who purchased securities in advance of fourteen transactions and realized profits of $632,422. Geibel provided tips to a friend who traded and realized profits of $140,898. During the relevant period, Geibel was a registered representative of a broker-dealer. Without admitting or denying the allegations in the complaint, Geibel consented to the entry of a Final Judgment that permanently enjoins him from future violations of Sections 10(b) and 14(e) of the Securities Exchange Act of 1934 and Rules 10b-5 and 14e-3 thereunder, which are antifraud provisions. Geibel was ordered to pay disgorgement in the amount of $773,320 with prejudgment interest in the amount of $197,082, but payment of disgorgement and prejudgment interest was waived based upon his sworn Statement of Financial Condition, and a civil penalty was not imposed for the same reason. Geibel was found guilty after a criminal trial that was prosecuted by the United States Attorney's Office for the Southern District of New York. Geibel was sentenced on October 18, 2002 to thirty-six months incarceration, three years supervised probation, and a $2,400 special assessment. Based on the final judgments and criminal convictions, on June 5, 2003, the Commission issued an administrative order barring Geibel from association with any broker or dealer. For further information see also: LR-16469 (March 14, 2000); LR- 17267 (Dec. 12, 2001); LR-17501 (May 2, 2002); LR-17912 (Jan. 2, 2003); and LR- 18149 (May 20, 2003). [SEC v. John Freeman, James Cooper, Benton Erskine, Anthony Seminara, Norman Lehrman, Linda Karlsen, Timothy Siemers, Norman Grossman, Lawrence Schwartz, Michael Akva, Robert Fricker, Richard Zelman, Bradley Burke, Benjamin Cooper, Chad L. Conner, Deon Benson, Gordon K. Allen, Jr., Jon Geibel, and William H. Borders II, 00 Civ. 1963 (VM) (SDNY)] (LR-18175) INVESTMENT COMPANY ACT RELEASES AB FUNDS TRUST, AND SBC FINANCIAL SERVICES, INC. A notice has been issued giving interested persons until June 30 to request a hearing on an application filed by AB Funds Trust, and SBC Financial Services Inc., for an order under Section 6(c) of the Investment Company Act for an exemption from Section 18(f) and 21(b) of the Act, under Section 12(d)(1)(J) of the Act granting an exemption from Section 12(d)(1) of the Act; under Sections 6(c) and 17(b) of the Act granting an exemption from Section 17(a) of the Act; and under Section 17(d) of the Act and rule 17d-1 under the Act to permit certain joint transactions. The order would permit certain registered open-end management investment companies to participate in a joint lending and borrowing facility. (Rel. IC-26067 - June 4) HOLDING COMPANY ACT RELEASES NORTHEAST UTILITIES, ET AL. A notice has been issued giving interested persons until June 27 to request a hearing on a proposal filed by Northeast Utilities (NU), a registered holding company, NU's wholly owned public utility subsidiaries and certain of NU's wholly owned nonutility subsidiaries (Applicants). The Applicants request authorization to issue, from time- to-time, through June 30, 2006, short-term debt to unaffiliated third parties, enter into hedging and certain other financing transactions and, subject to certain conditions, participate in NU's money pool through June 30, 2004. (Rel. 35-27684) SELF-REGULATORY ORGANIZATIONS IMMEDIATE EFFECTIVENESS OF PROPOSED RULE CHANGES A proposed rule change filed by the American Stock Exchange relating to adoption of a per contract licensing fee for transactions in options on iShares Lehman 1-3 Year Treasury Bond Fund (SHY), iShares Lehman 7-10 Year Treasury Bond Fund (IEF), and iShares Lehman 20+ Year Treasury Bond Fund (TLT) (SR-Amex-2003-29) has become effective under Section 19(b)(3)(A) of the Securities Exchange Act of 1934. Publication of the proposal is expected in the Federal Register during the week of June 9. (Rel. 34-47956) A proposed rule change filed by the National Association of Securities Dealers to extend the Pilot for the operation of the short sale rule in a decimals environment (SR-NASD-2003-88) has become effective under Section 19(b)(3)(A) of the Securities Exchange Act of 1934. Publication of the proposal is expected in the Federal Register during the week of June 9. (Rel. 34-47970) A proposed rule change filed by the Chicago Stock Exchange to decrease certain technology and connectivity fees (SR-CHX-2003-14) has become effective under Section 19(b)(3)(A) of the Securities Exchange Act of 1934. Publication of the proposal is expected in the Federal Register during the week of June 9. (Rel. 34-47971) A proposed rule change (SR-NASD-2003-80) filed by the National Association of Securities Dealers to amend its rules relating to Review Panels of the Nasdaq Market Operations Review Committee has become effective under Section 19(b)(3)(A) of the Securities Exchange Act of 1934. Publication of the proposal is expected in the Federal Register during the week of June 9. (Rel. 34-47982) ACCELERATED APPROVAL OF PROPOSED RULE CHANGE The Commission granted accelerated approval to a proposed rule change filed by the Chicago Board Options Exchange (SR-CBOE-2003-20) relating to CBOE's marketing fee procedures. Publication of the order is expected in the Federal Register during the week of June 9. (Rel. 34- 47957) The Commission granted accelerated approval to a proposed rule change and Amendment Nos. 1 and 2 thereto (SR-Amex-2003-45) submitted by the American Stock Exchange relating to the Listing and Trading of Notes Linked to the Performance of the Standard & Poor's 500 Stock Index. Publication of the proposed rule change is expected in the Federal Register during the week of June 9. (Rel. 34-47983) PROPOSED RULE CHANGES A proposed rule change has been filed by the Municipal Securities Rulemaking Board (SR-MSRB-2003-04) relating to the establishment of anti- money laundering compliance programs. Publication of the proposed rule change is expected in the Federal Register during the week of June 9. (Rel. 34-47969) A proposed rule change (SR-Phlx-2003-37) has been filed by the Philadelphia Stock Exchange seeking to delete the prohibition against the delivery of electronically generated orders via AUTOM. Publication of the proposal is expected in the Federal Register during the week of June 9. (Rel. 34-47977) APPROVAL OF PROPOSED RULE CHANGES The Commission approved a proposed rule change submitted by the Philadelphia Stock Exchange relating to Automatic Price Improvement for buy orders in securities exempt from the "tick" requirements of Rule 10a- 1 under the Securities Exchange Act of 1934 (SR-Phlx-2003-25). (Rel. 34- 47975) The Commission approved a proposed rule change [SR-DTC-2003-02] filed by The Depository Trust Company under Section 19(b)(1) of the Exchange Act. The approved rule change clarifies that DTC's rules allow it to honor requests to withdraw securities from DTC that are submitted by its participants. Publication of the proposal is expected in the Federal Register during the week of June 9. (Rel. 34-47978) SECURITIES ACT REGISTRATIONS The following registration statements have been filed with the SEC under the Securities Act of 1933. The reported information appears as follows: Form, Name, Address and Phone Number (if available) of the issuer of the security; Title and the number and/or face amount of the securities being offered; Name of the managing underwriter or depositor (if applicable); File number and date filed; Assigned Branch; and a designation if the statement is a New Issue. Registration statements may be obtained in person or by writing to the Commission's Public Reference Branch at 450 Fifth Street, N.W., Washington, D.C. 20549 or at the following e-mail box address: . In most cases, this information is also available on the Commission's website: . S-4 ANR PIPELINE CO, 1001 LOUISIANA ST, HOUSTON, TX, 77002, 7134202600 - 0 ($300,000,000.00) Non-Convertible Debt, (File 333-105809 - Jun. 4) (BR. 02) S-4 SOUTHERN NATURAL GAS CO, EL PASO ENERGY BLDG, 1001 LOUISIANA STREET, HOUSTON, TX, 77002, 7134204757 - 0 ($400,000,000.00) Non-Convertible Debt, (File 333-105810 - Jun. 4) (BR. 02) S-3 FIRETECTOR INC, 209 LAFAYETTE DR, SYOSSET, NY, 11791, 5164334700 - 610,000 ($1,616,500.00) Equity, (File 333-105812 - Jun. 4) (BR. 37) SB-2 SMARTIRE SYSTEMS INC, 150 13151 VANIER PL, RICHMOND BC CANADA, A1, V6V 2J1, 6042769884 - 54,240,479 ($12,204,107.79) Equity, (File 333-105813 - Jun. 4) (BR. 36) S-3 SPECTRUM PHARMACEUTICALS INC, 157 TECHNOLOGY DR, IRVINE, CA, 92618, 9497886700 - 0 ($22,501,073.00) Equity, (File 333-105814 - Jun. 4) (BR. 01) S-3 GEORGIA POWER CO, 241 RALPH MCGILL BOULEVARD, ATLANTA, GA, 30308, 4045066526 - 1,400,000,000 ($1,400,000,000.00) Unallocated (Universal) Shelf, (File 333-105815 - Jun. 4) (BR. 02) S-3 WATSON PHARMACEUTICALS INC, 311 BONNIE CIRCLE, CORONA, CA, 92880, 9092701400 - 0 ($575,000,000.00) Debt Convertible into Equity, (File 333-105816 - Jun. 4) (BR. 01) S-8 NATIONAL SCIENTIFIC CORP/AZ, 24455 EAST CAMELBACK RD, STE E160, PHOENIX, AZ, 85018, 6029541492 - 625,000 ($112,500.00) Equity, (File 333-105817 - Jun. 4) (BR. 36) SB-2 SAMARITAN PHARMACEUTICALS INC, 101 CONVENTION CENTER DRIVE, SUITE 310, LAS VEGAS, NV, 89109, 702-735-7001 - 18,125,000 ($2,809,375.00) Equity, (File 333-105818 - Jun. 4) (BR. 01) S-8 CORE MOLDING TECHNOLOGIES INC, 800 MANOR PARK DRIVE, P O BOX 28183, COLUMBUS, OH, 43228, 8006666960 - 1,500,000 ($2,962,500.00) Equity, (File 333-105819 - Jun. 4) (BR. 06) S-8 GOLDEN STAR RESOURCES LTD, 10579 BRADFORD ROAD, STE 103, LITTLETON, CO, 80127, 3038309000 - 0 ($1,171,600.00) Equity, (File 333-105820 - Jun. 4) (BR. 04) S-8 GOLDEN STAR RESOURCES LTD, 10579 BRADFORD ROAD, STE 103, LITTLETON, CO, 80127, 3038309000 - 0 ($18,180,000.00) Equity, (File 333-105821 - Jun. 4) (BR. 04) S-3 MEDIX RESOURCES INC, 2126972509 - 9,732,500 ($3,260,387.50) Equity, (File 333-105822 - Jun. 4) (BR. 03) S-8 EDWARDS J D & CO, ONE TECHNLOGY WAY, DENVER, CO, 80237, 3034884000 - 10,644,518 ($122,033,968.18) Equity, (File 333-105826 - Jun. 4) (BR. 03) S-8 VALENTIS INC, 863A MITTEN RD, BURLINGAME, CA, 94010, 6506971900 - 0 ($6,133,256.00) Equity, (File 333-105828 - Jun. 4) (BR. 01) S-1 APPLIED DIGITAL SOLUTIONS INC, 400 ROYAL PALM WAY, SUITE 410, PALM BEACH, FL, 33480, 5613664800 - 13,313,782 ($5,192,374.98) Equity, (File 333-105829 - Jun. 4) (BR. 03) S-8 ECI TELECOM LTD/, 30 HASIVIM ST, PETAH TIKVA, L3, 49133 IS, 9729266555 - 2,500,000 ($7,475,000.00) Equity, (File 333-105830 - Jun. 4) (BR. 37) S-8 AIRTRAX INC, 1616 PENNSYLVANIA AVE 122, VINELAND, NJ, 08361, 8563278112 - 200,000 ($296,000.00) Equity, (File 333-105831 - Jun. 4) (BR. 05) S-8 GEORGIA BANCSHARES INC//, 404 817 6271 - 894,649 ($9,091,859.00) Equity, (File 333-105832 - Jun. 4) (BR. 07) S-8 BARRETT BUSINESS SERVICES INC, 4724 S W MACADAM AVE, PORTLAND, OR, 97201, 5032200988 - 400,000 ($1,121,350.00) Equity, (File 333-105833 - Jun. 4) (BR. 08) S-4 WESTPORT RESOURCES CORP /NV/, 303-573-5404 - 0 ($125,000,000.00) Non-Convertible Debt, (File 333-105834 - Jun. 4) (BR. 04) RECENT 8K FILINGS Form 8-K is used by companies to file current reports on the following events: Item 1. Changes in Control of Registrant. Item 2. Acquisition or Disposition of Assets. Item 3. Bankruptcy or Receivership. Item 4. Changes in Registrant's Certifying Accountant. Item 5. Other Materially Important Events. Item 6. Resignations of Registrant's Directors. Item 7. Financial Statements and Exhibits. Item 8. Change in Fiscal Year. Item 9. Regulation FD Disclosure. The following companies have filed 8-K reports for the date indicated and/or amendments to 8-K reports previously filed, responding to the item(s) of the form specified. 8-K reports may be obtained in person or by writing to the Commission's Public Reference Branch at 450 Fifth Street, N.W., Washington, D.C. 20549 or at the following e-mail box address: . In most cases, this information is also available on the Commission's website: . STATE 8K ITEM NO. NAME OF ISSUER CODE 1 2 3 4 5 6 7 8 9 DATE COMMENT --------------------------------------------------------------------------------- 3DO CO DE X X 05/30/03 ABFC MORTGAGE LOAN ASSET BACKED CERT DE X X 06/04/03 ACTUATE CORP DE X 06/04/03 AEGIS MTG LOAN ASSET BACKED CERTS SER NY X X 05/25/03 AEROPOSTALE INC X X 06/04/03 AEROSONIC CORP /DE/ DE X X 06/03/03 AMBIENT CORP /NY DE X 06/04/03 AMCAST INDUSTRIAL CORP OH X 06/04/03 AMEN PROPERTIES INC DE X X 06/02/03 AMERICAN EXPRESS CO NY X 06/04/03 AMERICAN MEDICAL TECHNOLOGIES INC/DE DE X X 05/21/03 AMERICAN WAGERING INC NV X 06/02/03 AMERIGROUP CORP X X 06/03/03 AMR CORP DE X 06/04/03 ANGEION CORP/MN MN X X 06/03/03 ANR PIPELINE CO DE X 03/05/03 ASCONI CORP NV X X X 05/14/03 AMEND ASSET-BACKED CERTIFICATE SERIES 2003- DE X 05/25/03 ASTA FUNDING INC DE X 05/30/03 ATWOOD OCEANICS INC TX X X 06/04/03 AUDIOVOX CORP DE X X X 06/03/03 BA MORTGAGE SECURITIES INC MORT PS TH DE X 05/25/03 BA MORTGAGE SECURITIES INC PASS THR C DE X 05/25/03 BAMS MORTGAGE PASS THROUGH CERTIFICAT NC X 05/25/03 BAMS MORTGAGE PASS THROUGH CERTIFICAT NC X 05/25/03 BAMS MORTGAGE PASS THROUGH CERTIFICAT NC X 05/25/03 BAMS MORTGAGE PASS THROUGH CERTIFICAT NC X 05/25/03 BANC OF AMERICA FUNDING CORP MORT PAS DE X 05/25/03 BANC OF AMERICA MORT SEC INC ALTERNAT DE X X 05/25/03 BANC OF AMERICA MORT SEC INC MORT PAS DE X X 05/25/03 BANC OF AMERICA MORT SEC INC MORT PAS DE X X 05/25/03 BANC OF AMERICA MORT SEC INC MORT PAS DE X X 05/25/03 BANC OF AMERICA MORT SEC INC MORT PAS DE X X 05/25/03 BANC OF AMERICA MORTGAGE SEC INC ALTE DE X X 06/04/03 BANC OF AMERICA MORTGAGE SEC INC MORT DE X X 05/25/03 BANC OF AMERICA MORTGAGE SEC INC MRT DE X X 05/25/03 BANC ONE FINANCIAL SERVICES HOME EQUI NY X X 05/25/03 BANK OF AMERICA 1999-10 NC X 05/25/03 BANK OF AMERICA 1999-11 NC X 05/25/03 BANK OF AMERICA 1999-3 NC X 05/25/03 BANK OF AMERICA 1999-4 DE X 05/25/03 BANK OF AMERICA 1999-5 NC X 05/25/03 BANK OF AMERICA MOR SEC INC MOR PASS DE X 05/25/03 BANK OF AMERICA MOR SEC INC MOR PASS DE X 05/25/03 BANK OF AMERICA MORT SEC INC MORT PAS NC X 05/25/03 BANK OF AMERICA MORT SEC INC MORT PAS NC X 05/25/03 BANK OF AMERICA MORT SEC INC MORT PAS DE X 05/25/03 BANK OF AMERICA MORT SEC INC MORT PAS DE X 05/25/03 BANK OF AMERICA MORT SEC INC MORT PAS DE X 05/25/03 BANK OF AMERICA MORT SEC INC MORT PAS DE X 05/25/03 BANK OF AMERICA MORT SEC INC MORT PAS DE X 05/25/03 BANK OF AMERICA MORT SEC INC MORT PAS DE X 05/25/03 BANK OF AMERICA MORT SEC INC MORT PAS DE X 05/25/03 BANK OF AMERICA MORT SEC INC MORT PAS DE X 05/25/03 BANK OF AMERICA MORT SEC INC MORT PAS DE X 05/25/03 BANK OF AMERICA MORT SEC INC MORT PAS DE X 05/25/03 BANK OF AMERICA MORT SEC INC MORT PAS DE X 05/25/03 BANK OF AMERICA MORT SEC INC MORT PAS DE X 05/25/03 BANK OF AMERICA MORT SEC INC MORT PAS DE X 05/25/03 BANK OF AMERICA MORT SEC INC MORT PAS DE X 05/25/03 BANK OF AMERICA MORT SEC INC MORT PAS DE X 05/25/03 BANK OF AMERICA MORT SEC INC MORT PAS DE X 05/25/03 BANK OF AMERICA MORT SEC INC MORT PAS DE X 05/25/03 BANK OF AMERICA MORT SEC INC MORT PAS DE X X 05/25/03 BANK OF AMERICA MORT SEC MORT PASS TH DE X 05/25/03 BANK OF AMERICA MORT SECS MORT PASS T DE X 05/25/03 BANK OF AMERICA MORTGAGE SEC INC MOR DE X 05/25/03 BANK OF AMERICA MORTGAGE SEC INC MOR DE X 05/25/03 BANK OF AMERICA MORTGAGE SEC INC MOR DE X 05/25/03 BANK OF AMERICA MORTGAGE SEC INC MOR DE X 05/25/03 BANK OF AMERICA MORTGAGE SEC INC MOR DE X 05/25/03 BANK OF AMERICA MORTGAGE SEC INC MORT DE X 05/25/03 BANK OF AMERICA MORTGAGE SEC INC MORT DE X 05/25/03 BANK OF AMERICA MORTGAGE SEC INC MORT DE X 05/25/03 BANK OF AMERICA MORTGAGE SEC INC MORT DE X 05/25/03 BANK OF AMERICA MORTGAGE SEC INC MORT DE X 05/25/03 BANK OF AMERICA MORTGAGE SEC INC MORT DE X 05/25/03 BANK OF AMERICA MORTGAGE SECURITIES I DE X 05/25/03 BANK OF AMERICA MORTGAGE SECURITIES I DE X 05/25/03 BANK OF AMERICA MORTGAGE SECURITIES I DE X 05/25/03 BANK OF AMERICA MORTGAGE SECURITIES I DE X 05/25/03 BANK OF AMERICA MORTGAGE SECURITIES I DE X 05/25/03 BANK OF AMERICA MORTGAGE SECURITIES I DE X 05/25/03 BANK OF AMERICA MORTGAGE SECURITIES I DE X 05/25/03 BANKATLANTIC BANCORP INC FL X 06/04/03 BEAR STEARNS ALT A TR MORTGAGE PASS T NY X X 06/04/03 BEAR STEARNS ARM TRUST 2002-7 DE X X 05/25/03 BEAR STEARNS ARM TRUST MORTGAGE PASS NY X X 06/04/03 BEAR STEARNS ARM TRUST MORTGAGE PASS NY X X 06/04/03 BEAR STEARNS ARM TRUST MORTGAGE PASS NY X X 05/25/03 BEAR STEARNS ARM TRUST MORTGAGE PASS NY X X 05/25/03 BEAR STEARNS ARM TRUST MORTGAGE PASS X X 06/04/03 BEAR STEARNS ARM TRUST MORTGAGE PASS X X 06/04/03 BEAR STEARNS ARM TRUST MORTGAGE PASS DE X X 05/25/03 BEAR STEARNS ARM TRUST MORTGAGE PASS DE X X 05/25/03 BEAR STEARNS ARM TRUST MORTGAGE PASS DE X X 06/04/03 BEAR STEARNS ARM TRUST MORTGAGE PASS NY X X 06/04/03 BEAR STEARNS ARM TRUST MORTGAGE PASS DE X X 06/04/03 BEAR STEARNS ARM TRUST MORTGAGE PASS NY X X 06/04/03 BEAR STEARNS ARM TRUST MORTGAGE PASS NY X X 06/04/03 BEAR STEARNS ARM TRUST MORTGAGE PASS NY X X 06/04/03 BEAR STEARNS ARM TRUST MORTGAGE PASS NY X X 05/25/03 BEAR STEARNS ARM TRUST MORTGAGE PASS NY X X 05/25/03 BEAR STEARNS ARM TRUST MORTGAGE PASS- NY X X 06/04/03 BEAR STEARNS ARM TRUST MORTGAGE PASS- NY X X 06/04/03 BEAR STEARNS ASSET BACKED CERTIFICATE DE X X 05/25/03 BEAR STEARNS ASSET BACKED SEC INC ASS DE X X 06/08/03 BEAR STEARNS ASSET BACKED SEC INC ASS DE X X 05/08/03 BEAZER HOMES USA INC DE X X 06/03/03 BIOLASE TECHNOLOGY INC DE X X 05/21/03 BLYTH INC DE X 06/03/03 BRANDAID MARKETING CORP DE X 06/30/03 BRANDAID MARKETING CORP DE X 06/30/03 AMEND CABLETEL COMMUNICATIONS CORP X X 06/03/03 CAPITAL AUTO RECEIVABLES INC DE X X 06/02/03 CASH SYSTEMS INC DE X X 06/04/03 CDMC MORTGAGE PASS THROUGH CERTIFICAT DE X 05/27/03 CENTERSPAN COMMUNICATIONS CORP OR X 05/29/03 CHASE FUNDING INC NY X X 05/27/03 CHASE MORTGAGE FINANCE CORP DE X X 05/27/03 CHASE MORTGAGE FINANCE CORP DE X X 04/25/03 AMEND CHEESECAKE FACTORY INCORPORATED DE X 06/02/03 CHL MORTGAGE PASS THROUGH TRUST 2003- DE X 05/25/03 COBALT CORP WI X X 06/03/03 COCA COLA BOTTLING CO CONSOLIDATED /D DE X X 06/04/03 COLE NATIONAL CORP /DE/ DE X X 06/04/03 COLE NATIONAL GROUP INC DE X X 06/04/03 COMMONWEALTH BIOTECHNOLOGIES INC VA X 05/28/03 COMMUNITY FIRST BANKSHARES INC DE X X 06/04/03 COMPUTER HORIZONS CORP NY X X 06/04/03 CONSUMER PORTFOLIO SERVICES INC CA X X 05/20/03 CORE BOND PRODUCTS LLC DE X X 05/30/03 CORNERSTONE BANCORP INC CT X 06/04/03 CRDENTIA CORP DE X X X 05/30/03 AMEND CREDIT ACCEPTANCE CORPORATION MI X X 06/02/03 CREDIT SUISSE FIRST BOSTON MORTGAGE S DE X 06/04/03 CREDIT SUISSE FIRST BOSTON MORTGAGE S DE X 06/04/03 CSK AUTO CORP DE X 06/04/03 CSX TRADE RECEIVABLES CORP DE X X 05/27/03 CWABS INC ASSET BACKED CERTIFICATES S DE X 05/25/03 CWABS INC ASSET BACKED CERTS SERIES 2 DE X 05/25/03 CWMBS INC ALTERNATIVE LOAN TRUST 2003 DE X 05/25/03 CWMBS INC ALTERNATIVE LOAN TRUST 2003 DE X 05/25/03 CWMBS INC CHL M ORTGAGE PASS THROUGH DE X 05/25/03 CWMBS INC CHL MORTGAGE PASS THROUGH T DE X 05/25/03 CWMBS INC CHL MORTGAGE PASS THROUGH T DE X 05/25/03 CWMBS INC CHL MORTGAGE PASS THROUGH T DE X 05/25/03 CWMBS INC CHL MORTGAGE PASS THROUGH T DE X 05/25/03 CWMBS INC CHL MORTGAGE PASS THROUGH T DE X 05/25/03 CWMBS INC CHL MORTGAGE PASS THROUGH T DE X 05/25/03 CWMBS INC CHL MORTGAGE PASS THROUGH T DE X 05/25/03 CWMBS INC CHL MORTGAGE PASS THROUGH T DE X 05/25/03 CWMBS INC CHL MORTGAGE PASS THROUGH T DE X 05/25/03 CWMBS INC CHL MORTGAGE PASS THROUGH T DE X 05/25/03 CWMBS INC CHL MORTGAGE PASS THROUGH T DE X 05/25/03 CWMBS INC CHL MORTGAGE PASS THROUGH T DE X 05/25/03 CWMBS INC CHL MORTGAGE PASS THROUGH T DE X 05/25/03 CWMBS INC CHL MORTGAGE PASS-THROUGH T DE X 05/25/03 CWMBS INC CHL MORTGAGE PASS-THROUGH T DE X 05/25/03 CWMBS INC MORTGAGE PASS THR CERTS SER DE X 05/25/03 CWMBS INC MORTGAGE PASS THROUGH CERTI DE X 05/25/03 CWMBS INC MORTGAGE PASS THROUGH CERTI DE X 05/25/03 CWMBS INC MORTGAGE PASS THROUGH CERTS DE X 05/25/03 CWMBS INC MORTGAGE PASS THROUGH CERTS DE X 05/25/03 CWMBS INC MORTGAGE PASS THRU CERTIFIC DE X 05/25/03 CYBERONICS INC DE X 06/03/03 CYSIVE INC DE X X 06/30/03 AMEND DALEEN TECHNOLOGIES INC DE X X 06/04/03 DAVE & BUSTERS INC MO X X 06/03/03 DEERE & CO DE X 06/04/03 DESERT MINING INC NV X 06/03/03 DETWILER MITCHELL & CO DE X 06/04/03 DEUTSCHE MORTGAGE SECURITIES INC MORT X X 05/25/03 DOCUCORP INTERNATIONAL INC DE X 06/04/03 DOT HILL SYSTEMS CORP NY X X 06/02/03 DRESSER INC DE X X 06/04/03 DVI RECEIVABLES CORP VIII DE X X 06/04/03 E TRADE BANK ARM TRUST MORTGAGE PASS DE X X 05/25/03 EASTGROUP PROPERTIES INC MD X X 06/03/03 ECI TELECOM LTD/ X X 06/03/03 ELDER BEERMAN STORES CORP OH X 06/04/03 ENTEGRIS INC MN X X 06/02/03 ESSEX CORPORATION VA X X 06/04/03 EXPLORATION CO OF DELAWARE INC DE X 05/30/03 FAIRPOINT COMMUNICATIONS INC DE X X 06/04/03 FARMLAND INDUSTRIES INC KS X X 05/20/03 FIDELITY BANCORP INC PA X X 05/28/03 FINANCIAL ASSET SEC CORP FIRST FRANKL DE X X 05/25/03 FIRST AVIATION SERVICES INC DE X 06/03/03 FIRST CONNECTICUT CAPITAL CORP/NEW/ CT X X 06/03/03 FIRST HORIZON ASSET SEC INC MOR PAS T DE X 05/25/03 FIRST HORIZON ASSET SEC INC MORT PAS DE X 05/25/03 FIRST HORIZON ASSET SEC INC MORT PASS DE X 05/25/03 FIRST HORIZON ASSET SEC INC MORT PASS DE X 05/25/03 FIRST HORIZON ASSET SEC INC MORT PASS DE X 05/25/03 FIRST HORIZON ASSET SEC MORT PASS THR DE X 05/25/03 FIRST HORIZON ASSET SEC MORT PASS-THR DE X 05/25/03 FIRST HORIZON ASSET SECS INC MORT PAS DE X 05/25/03 FIRST HORIZON MORTGAGE PASS THROUGH T DE X 05/25/03 FIRST HORIZON MORTGAGE PASS THROUGH T X 05/25/03 FIRST HORIZON MORTGAGE PASS THROUGH T X 05/25/03 FIRST HORIZON MORTGAGE PASS THROUGH T NY X 05/25/03 FIRST HORIZON MORTGAGE PASS THROUGH T NY X 05/25/03 FIRST HORIZON MORTGAGE PASS THRU CERT DE X 05/25/03 FIRST HORIZON MORTGAGE PASS THRU TRUS DE X 05/25/03 FIRST HORIZON MORTGAGE PASS THRU TRUS DE X 05/25/03 FIRST HORIZON MORTGAGE PASS-THROUGH T DE X 05/25/03 FLEMING COMPANIES INC /OK/ OK X X 06/04/03 FRANKLIN RECEIVABLES LLC DE X 06/04/03 FRANKLIN STREET PROPERTIES CORP /MA/ X X 06/01/03 GENAERA CORP DE X X 06/04/03 GERON CORPORATION DE X X 06/02/03 GETTY IMAGES INC DE X X 06/04/03 GRAVITY SPIN HOLDINGS INC NV X 03/25/03 GREENWICH CAPITAL ACCEPTANCE INC THOR DE X X 05/25/03 HARTCOURT COMPANIES INC UT X 05/27/03 HOLLY CORP DE X X 06/01/03 HOME EQUITY PASS THROUGH CERTIFICATES DE X 06/04/03 HOMEGOLD FINANCIAL INC SC X X 04/30/03 HOMESTORE INC DE X 05/29/03 HORIZON GROUP PROPERTIES INC MD X X 05/30/03 HORIZON GROUP PROPERTIES INC MD X X 05/31/03 HUMAN PHEROMONE SCIENCES INC CA X X 05/22/03 IASIS HEALTHCARE CORP DE X X 06/04/03 INNOVATIVE SOFTWARE TECHNOLOGIES INC CA X X 04/23/03 AMEND INSPIRATION PRODUCTS GROUP INC NV X X X X 05/06/03 INTAC INTERNATIONAL INC NV X X 06/04/03 INTERDIGITAL COMMUNICATIONS CORP PA X 05/30/03 INTEREP NATIONAL RADIO SALES INC NY X X 06/02/03 INTERNATIONAL WIRE GROUP INC DE X X 05/29/03 INTERVEST BANCSHARES CORP DE X 06/02/03 IRWIN HOME EQUITY LOAN BACK CERTS SER NY X X 05/08/03 IRWIN HOME EQUITY LOAN BACK NOTES SER NY X X 06/08/03 JAKKS PACIFIC INC DE X 06/04/03 JUNIPER NETWORKS INC DE X X 06/03/03 KENTUCKY CENTRAL LIFE INSURANCE CO KY X 12/31/02 KERZNER INTERNATIONAL NORTH AMERICA I DE X X 05/07/03 KIRKLANDS INC X X 05/29/03 KROGER CO OH X X 06/04/03 KV PHARMACEUTICAL CO /DE/ DE X X 06/02/03 LABOR READY INC WA X X 06/04/03 LANCASTER COLONY CORP OH X X 06/04/03 LANCE SYSTEMS INC UT X X X 06/04/03 LAS VEGAS SANDS INC NV X X 06/03/03 LASER RECORDING SYSTEMS INC NJ X X 05/20/03 LEUCADIA NATIONAL CORP NY X X 06/04/03 LIPID SCIENCES INC/ AZ X X 06/04/03 LPA HOLDING CORP DE X X 05/30/03 MAINE & MARITIMES CORP X 05/30/03 MANATRON INC MI X X 05/29/03 MANGOSOFT INC NV X 06/04/03 MASTER ADJUSTABLE RATE MORTGAGES TRUS DE X X 05/25/03 MASTR ASSET SECURITIZATION TRUST 2003 DE X X 05/25/03 MASTR SEASONED SECURITIZATION TRUST 2 DE X X 05/25/03 MAVERICK TUBE CORPORATION DE X X 06/03/03 MB FINANCIAL INC /MD MD X 06/03/03 MBNA CORP MD X 06/04/03 MEDTOX SCIENTIFIC INC DE X 06/03/03 MEGO FINANCIAL CORP NY X X 06/04/03 AMEND MERRILL LYNCH MORT INV INC MORT LN AS DE X X 05/25/03 MERRILL LYNCH MORT INVES INC MRT PS T DE X X 05/25/03 MERRILL LYNCH MORT INVES INC MRT PS T DE X X 04/25/03 MERRILL LYNCH MORT INVEST INC MLCC 20 DE X X 05/26/03 MERRILL LYNCH MORT INVEST INC MORT LN DE X X 05/25/03 MERRILL LYNCH MORTGAGE INVESTORS TRUS DE X X 05/26/03 MGM MIRAGE DE X X 06/04/03 MILACRON INC DE X X 05/29/03 MORGAN GROUP HOLDING CO X X 06/04/03 AMEND MORGAN STANLEY CAPITAL I INC HOME EQ NY X X 05/25/03 MORGAN STANLEY DEAN WITTER CAP I MRT DE X 05/27/03 MORGAN STANLEY DEAN WITTER CAPITAL I DE X 05/27/03 MORGAN STANLEY DEAN WITTER CAPITAL I DE X X 05/25/03 MORGAN STANLEY DEAN WITTER CAPITAL I DE X 05/27/03 MORTGAGE ASSET SEC TRANS INC MRT PS T DE X X 05/25/03 MORTGAGE ASSET SEC TRANSACTIONS INC M DE X X 05/25/03 MORTGAGE ASSET SEC TRANSACTIONS INC M DE X X 05/28/03 MORTGAGE ASSET SECURIT TRANS INC MORT DE X X 05/25/03 MORTGAGE ASSET SECURITIZATION TRANSAC DE X X 05/25/03 MORTGAGE PASS THROUGH CERTIFICATES SE DE X 05/25/03 MORTGAGE PASS THROUGH CERTIFICATES SE DE X 05/25/03 MORTGAGE PASS THROUGH CERTIFICATES SE DE X 05/25/03 MORTGAGE PASS THROUGH CERTIFICATES SE DE X 05/25/03 MORTGAGE PASS THROUGH CERTIFICATES SE DE X 05/25/03 MORTGAGE PASS THROUGH CERTIFICATES SE DE X 05/25/03 MORTGAGE PASS-THROUGH CERTIFICATES SE DE X 05/25/03 MORTGAGE PASS-THROUGH CERTIFICATES SE DE X X 05/25/03 MULTI TECH INTERNATIONAL CORP NV X 05/28/03 AMEND NATIONAL VISION INC GA X 06/04/03 NAVISTAR FINANCIAL RETAIL RECEIVABLES DE X 11/30/02 NEIMAN MARCUS GROUP INC DE X X 06/04/03 NEIMAN MARCUS GROUP INC DE X X 06/04/03 NETNATION COMMUNICATIONS INC DE X X 06/03/03 NEW WORLD PASTA CO DE X X 06/03/03 NEXTEL COMMUNICATIONS INC DE X 06/04/03 AMEND NISSAN AUTO RECEIVABLES CORP II DE X X 06/03/03 NITTANY FINANCIAL CORP PA X X 06/03/03 NOCOPI TECHNOLOGIES INC/MD/ MD X X 06/04/03 NUWAVE TECHNOLOGIES INC DE X X 06/04/03 ODD JOB STORES INC OH X X 06/02/03 OIL STATES INTERNATIONAL INC DE X X 06/04/03 OPTION ONE MORT ACCEPT CORP ASSET BAC DE X X 05/25/03 OPTION ONE MORT ACCEPTANCE CORP ASSET DE X X 05/25/03 OPTION ONE MORTGAGE ACCEP CORP AST BA DE X X 05/25/03 PACIFICARE HEALTH SYSTEMS INC /DE/ DE X X 06/03/03 PARK CITY GROUP INC DE X X 06/04/03 PARKER HANNIFIN CORP OH X X 06/02/03 PARKWAY PROPERTIES INC MD X X 06/04/03 PATHMARK STORES INC DE X X 06/04/03 PCD INC MA X X 05/15/03 PETER KIEWIT SONS INC /DE/ DE X X 06/02/03 PHOTRONICS INC CT X X 06/03/03 PLAINS ALL AMERICAN PIPELINE LP DE X 06/04/03 PROVIDENT BANKSHARES CORP MD X X 06/04/03 PSF GROUP HOLDINGS INC NC X X 06/04/03 PXRE GROUP LTD X X 05/28/03 QUIPP INC FL X 03/06/03 AMEND RAMCO GERSHENSON PROPERTIES TRUST MA X X 06/03/03 READERS DIGEST ASSOCIATION INC DE X 06/04/03 REHABCARE GROUP INC DE X 06/03/03 REHABCARE GROUP INC DE X 06/04/03 REMEC INC CA X X 05/31/03 RENAISSANCE MORT ACCEPT CORP HOME EQ DE X X 05/08/03 RENAISSANCE MORTGAGE ACCEPTANCE CORP DE X 06/04/03 RIBAPHARM INC X X 06/02/03 SALOMON MORTGAGE LOAN TRUST SERIES 20 DE X X 05/25/03 SCHLUMBERGER LTD /NV/ P8 X X 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