SEC NEWS DIGEST Issue 2002-36 February 22, 2002 COMMISSION ANNOUNCEMENTS SEC RELEASES STATEMENT ON COMPLIANCE DATE FOR GRAMM-LEACH-BLILEY ACT REQUIREMENTS The Securities and Exchange Commission issued the following statement today regarding bank compliance with the broker-dealer registration requirements under the Gramm-Leach-Bliley Act: On July 18, 2001, the Commission issued an order extending until May 12, 2002, the compliance date for banks with respect to the broker-dealer registration requirements contained in the Gramm-Leach-Bliley Act (GLBA). With May 12 rapidly approaching, the Commission has received a number of inquiries from banks regarding their compliance responsibilities. The Commission directs interested persons to the language of the July 18, 2001, order, which states that the Commission does not expect banks to develop compliance systems until after the adoption of final amendments to the Commission's rules under the GLBA. In addition, as further indicated in the order, the Commission expects to extend the compliance period, as appropriate, so that banks will have sufficient time to implement the changes necessary to comply with the rules as amended. As part of the rulemaking process, the Commission continues to have discussions with banks and other interested parties. The Commission intends to continue to solicit the views of all interested parties. SEC ANNOUNCES FINANCIAL DISCLOSURE AND AUDITOR OVERSIGHT ROUNDTABLES The Commission will convene two days of roundtable discussions next month in New York City and Washington, D.C., to examine proposals for better protecting investors by reforming financial disclosure and auditor oversight. Roundtable panelists will include experts from corporate America, securities regulation, financial services, academia and other fields. The SEC will announce a list of roundtable panelists and moderators next week. The morning session (10:00 a.m. to noon) of each roundtable will focus on financial disclosure. Key questions for discussion include: * What information do investors need to make informed investment decisions? * How can financial disclosures be made more intelligible? * What information needs to be communicated more quickly, and how can that be accomplished? The afternoon sessions (2:00 to 4:00 p.m.) will be devoted to auditor oversight, including discussions of: * What structure-governmental body, private organization or other-can best oversee accounting regulation? * What should be the membership of such an organization, and how should it be funded? * How can independent decision-making be assured? The public is invited to attend the roundtables on a first-come, first- served basis, but seating is limited. The SEC will also offer live Web casts of the events on the SEC Web site free of charge. March 4, 2002 March 6, 2002 Inter-Continental The Barclay New York Securities and Exchange Commission 111 East 48th Street 450 Fifth Street, NW Astor Room William O. Douglas Room New York, N.Y. Washington, D.C. (Press Rel. 2002-28) ENFORCEMENT PROCEEDINGS SEC FILES SETTLED ACTION AGAINST FORMER REGISTERED REPRESENTATIVE CONVICTED OF MONEY LAUNDERING On February 20, the Commission filed a settled action against Nigel A. Ramsay, formerly a registered representative associated with a South Florida broker-dealer, in connection with his federal conviction on money laundering charges. The Commission simultaneously accepted Ramsay's Offer of Settlement, in which he agreed to be barred from association with any broker or dealer. In the Order Instituting Administrative Proceedings Pursuant to Section 15(b) of the Securities Exchange Act of 1934, Making Findings and Imposing Remedial Sanctions, the SEC alleged that Ramsay's conviction arose out of the conduct of his business as a broker or dealer because the money laundering scheme involved the use of a brokerage account under Ramsay's control. Ramsay, formerly of Boca Raton, Florida, was convicted on February 15, 2001 and sentenced to 51 months in prison (Case No. 99-8150-CR-KLR, S.D. Fla.). (Rel. 34-45463; File No. 3-10703) SEC CHARGES CORPORATE OFFICER WITH INSIDER TRADING The Commission announced today that that it filed a civil injunctive action on February 21, 2002, in United States District Court for the Northern District of Georgia, against John Patrick Fitzgerald of Atlanta, Georgia The Commission's complaint alleges insider trading by Fitzgerald, CheckFree's vice president of financial planning and analysis. The complaint alleges that on February 2, 2000, an executive officer of CheckFree told Fitzgerald that CheckFree had agreed to merge with TransPoint, a joint venture of Microsoft Corporation, First Data Corporation, and Citibank, N.A. Between February 9, 2000, and February 15, 2000, Fitzgerald purchased a total of 5,857 shares of CheckFree stock on three separate days, including the day of the merger announcement, at an average price of $64.54 per share. On February 18, 2000, Fitzgerald sold 5,000 shares at an average price of $82.085 per share. In a little more than one week, Fitzgerald showed a gain of $102,770.87 on an investment of $377,981.69. The complaint alleges that Fitzgerald thereby violated Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5 thereunder. The complaint seeks a permanent injunction, disgorgement of ill-gotten gains and civil penalties. [SEC v. John Patrick Fitzgerald, USDC, NDGA, Civil Action No. 1:02-CV- 489] (LR-17370) SEC v. MAKE IT REEL PRODUCTIONS, INC., JOSEPH RUBBO AND PETER RAGOFSKY The Commission announced today that it filed a complaint and obtained a temporary restraining order in the federal District Court for the Southern District of Florida against: Make It Reel Productions, Inc. (MIR), a purported independent film production company based in Fort Lauderdale, Florida; Joseph Rubbo (Rubbo), MIR's Chairman and CEO; and Peter D. Ragofsky (Ragofksy), a salesperson who touted investments in MIR. The Commission's complaint alleges that from at least June 2001 through the present, the Defendants have been conducting a fraudulent unregistered $90 million offering of MIR securities over the Internet. The complaint alleges that MIR and Rubbo maintained an Internet web-site at www.makeitreelproductions.com, which solicited investors to purchase shares of "Class A Preferred Stock" in MIR. The complaint alleges that the Offering Memorandum contained numerous false statements concerning, among other things, MIR's rights to a movie project entitled "New Horizons" purportedly starring Tom Cruise and Catherine Zeta-Jones. In addition, the complaint alleges the following: * The Offering Memorandum falsely states that MIR has entered into an agreement with Tarantino Productions (a production company owned by Tony Tarantino, father of celebrity director Quentin Tarantino) that entitles it to 50% of the profits from the "New Horizons" project. The Offering Memorandum and other portions of MIR's web-site also state that, in addition to starring Tom Cruise and Catherine Zeta-Jones, New Horizons has a "target cast" that includes Al Pacino and Paul Newman. In fact, Tarantino Productions never entered into any agreements with MIR and none of these actors has been formally approached about New Horizons. * MIR's web-site directs investors to salespersons who solicit them to purchase securities in MIR. One such salesperson, defendant Ragofsky, was contacted by an undercover agent from the Ohio Attorney General's office, posing as an interested investor, in early February 2002. During recorded telephone conversations, Ragofsky made several false and misleading statements in an attempt to convince the agent to purchase MIR shares. Ragofsky made baseless predictions that an investment in MIR would yield returns of 500% in a period of six months, and touted his years of "Wall Street" experience without disclosing the fact that has been barred from the brokerage industry by the NASD. The Commission's complaint charges all of the defendants with violations of the antifraud and registration provisions of the federal securities laws, specifically Sections 5(c) and 17(a) of the Securities Act of 1933, Section 10(b) of the Securities Exchange Act of 1934, and Rule 10b- 5 thereunder. The Commission obtained a temporary restraining order against the Defendants and an asset freeze against MIR. The Commission's complaint also seeks permanent injunctions prohibiting future violations of the securities laws, disgorgement, and civil penalties. The Commission acknowledges the assistance of the Ohio Attorney General's Office in connection with this matter. [SEC v. Make It Reel Productions, Inc., Joseph Rubbo and Peter D. Ragofsky, 02 CV 60255 (WDF) (S.D. Fla.)] (LR-17371) FEDERAL COURT ORDERS PRELIMINARY INJUNCTION AND APPOINTS PERMANENT RECEIVER IN SEC ACTION, HALTING $74 MILLION SECURITIES FRAUD IN WASHINGTON STATE On February 15, a federal judge in Seattle, Washington issued a preliminary injunction, in an action brought last month by the Securities and Exchange Commission (Commission), halting a $74 million securities fraud scheme by Kevin L. Lawrence (Lawrence), 36, of Bainbridge Island, Washington and his companies, Health Maintenance Centers, Inc. (HMC) and Znetix, Inc. (Znetix). The court also placed a permanent receiver over HMC, Znetix and two LLCs allegedly created to funnel additional investor funds to these companies, Cascade Pointe of Arizona, LLC and Cascade Pointe of Nevis, LLC (collectively Cascade). HMC and Znetix, located on Bainbridge Island and in Seattle, purportedly developed and operated medically integrated health clubs. The Commission's complaint alleges that the scheme induced more than 5,000 investors nationwide to invest with promises of (1) an initial public offering (IPO) of Znetix occurring within a specific time (one month to three years) and with a specific price of $3 to $60 per share; (2) the existence of significant current operations of Znetix; and (3) the use of investor proceeds to fund HMC/Znetix operations and capitalize the Znetix IPO. The complaint further alleges that HMC/Znetix could not and did not go public. Znetix did not have significant current operations. A significant portion of investor proceeds, at least $16 million or 22%, did not go to fund company operations or fund an IPO. Rather, these funds went to support the lavish lifestyle of Lawrence, his right-hand man Donovan Claflin (Claflin), and their friends and family in the form of luxury cars, expensive boats, prime real estate and precious jewelry. The Court preliminarily enjoined HMC, Znetix, Lawrence and Claflin from violating the antifraud and registration provisions of the federal securities laws. It also preliminarily enjoined Cascade and its managing director, Clifford G. Baird (Baird), from violating the registration provisions. Additionally, the Court continued the asset freeze over all of the named defendants: HMC, Znetix, Cascade, Lawrence, Claflin, Baird, and relief defendants Bainbridge Human Performance Centers, PLLC (BHPC), Kimberly Alexander (Alexander), Bonnie M. Couch (Couch), Stacy Gray (Gray) and Vicki L. Lawrence (Vicki Lawrence). Finally, the Court prohibited the destruction of documents by HMC, Znetix, Cascade, Lawrence, Claflin and Baird and ordered accountings by HMC, Znetix, Cascade, Claflin, BHPC, Alexander, Couch, Gray and Vicki Lawrence. [SEC v. Health Maintenance Centers, Inc., Znetix, Inc., Cascade Pointe Of Arizona, LLC, Cascade Pointe Of Nevis, LLC, Kevin L. Lawrence, Donavon C. Claflin, Clifford G. Baird, Bainbridge Human Performance Centers, PLLC, Kimberly Alexander, Bonnie M. Couch, Stacy Gray, and Vicki L. Lawrence, Civil Action No. C 02-0153 P (W.D. Wash.] (LR-17372) JOHN DOHERTY SETTLES INSIDER TRADING CHARGES The Commission announced today that on February 21, the U.S. District Court for the Southern District of New York entered a final judgment against John T. Doherty in a case involving charges of illegal trading and tipping prior to the November 24, 1997 public announcement that The Williams Companies would acquire Mapco Incorporated in a deal worth approximately $3.46 billion. The Commission's complaint alleged that Doherty made $20,375 in trading profits after receiving material, nonpublic information from a Mapco employee about the impending acquisition. He then tipped others, prompting them to buy Mapco securities as well. The Commission's complaint in this action, SEC v. Patrick Joseph Danaher, John Thomas Doherty, Robert Paul Wittman, and Timothy Fredrick Ward, Civil Action No. 01 CV 8431 (TPG) (S.D.N.Y.); Litigation Release No. 17125 (filed September 10, 2001), specifically alleged that, during the week before the public announcement, Patrick Danaher, a general manager of supply and trading at Mapco's Houston subsidiary, tipped Doherty, a childhood friend. Danaher told Doherty specific information about the impending takeover, including that Mapco was going to be acquired, that each Mapco share would be valued at $46 per share in the acquisition, and that an announcement would be made soon. Based on this information, Doherty purchased Mapco call options four days before the announcement and made illegal profits of $20,375. Doherty also tipped at least four other people, including two codefendants, Timothy Ward and Robert Wittman, both of whom worked with Doherty as oil futures brokers. Without admitting or denying the allegations in the Commission's complaint, Doherty settled with the Commission by consenting to the entry of an order enjoining him from violating Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5 thereunder. Doherty also consented to pay $106,341, representing disgorgement of profits and prejudgment interest on his trading ($27,993.39), profits and prejudgment interest of two of his tippees ($18,753.86), and a one-time civil penalty equal to Doherty's and four tippees' profits ($59,593.75). Doherty, an oil futures trader from Syosset, New York, is the last of eight defendants to settle in this and the related case of SEC v. Harry Parker Daily, et al., Civil Action No. 01 CV 8432 (DC) (S.D.N.Y.); Litigation Release 17124 (filed September 10, 2001). All told, the eight defendants made illegal profits of $85,939.12 and paid a total of $293,034.51 to settle the Commission's claims. [SEC v. Patrick Joseph Danaher, John Thomas Doherty, Robert Paul Wittman, and Timothy Fredrick Ward, Civil Action No. 01 CV 8431 (TPG) (S.D.N.Y.)] (LR-17373) CIVIL ACTION AGAINST ALEJANDRO DUCLAUD GONZALEZ DE CASTILLA, ET AL. On February 6, Judge Robert W. Sweet of the U.S. District Court for the Southern District of New York entered final judgments against Ignacio Guerrero Pesqueira and his offshore trust, defendant Banrise Ltd. BVI. The Commission's amended complaint adds Guerrero as a defendant and alleges, in pertinent part, that Guerrero and Banrise traded illegally in the stocks of CompUSA, Inc., and Prodigy Communications. It further alleges that Guerrero, a former Executive Director of Bital, the fourth largest bank in Mexico, is a close friend of the tipper, defendant Alejandro Duclaud. The final judgments permanently enjoin Guerrero and Banrise from violating Sections 10(b) and 14(e) of the Securities Exchange Act of 1934 and Rules 10b-5 and 14e-3 thereunder, and order them to pay, jointly and severally, $1,550,000 in disgorgement and prejudgment interest. Guerrero and Banrise consented to the entry of the final judgments without admitting or denying the allegations in the Commission's complaint. In a decision dated February 8, Judge Sweet granted the Commission's motion to amend its complaint to add allegations related to securities violations arising out of the Prodigy transactions against Guerrero and existing defendants Banrise, Alejandro Duclaud, A. Duclaud's offshore Anushka Trust, Rodrigo Igartua, and Igartua's offshore Antares Trust. In addition, the court granted the defendants' motions for summary judgment dismissing the Commission's allegations related to securities violations arising out of the CompUSA transactions. The Commission is reviewing this portion of the decision to determine whether it will appeal. [SEC v. Alejandro Duclaud Gonzalez de Castilla, et al., 01 Civ. 3999 (RWS) (SDNY)] (LR-17374) INVESTMENT COMPANY ACT RELEASES AMERICAN SKANDIA LIFE ASSURANCE CORPORATION, ET AL. An order has been issued pursuant to Section 6(c) of the Investment Company Act granting exemptive relief from the provisions of Sections 2(a)(32) and 27(i)(2)(A) of the Act and Rule 22c-1 thereunder to American Skandia Life Assurance Corporation (ASLAC), American Skandia Life Assurance Corporation Variable Account B (Class 1 Sub-Accounts), American Skandia Life Assurance Corporation Variable Account B (Class 9 Sub-Accounts) (Accounts), and American Skandia Marketing, Incorporated (collectively, Applicants) to the extent necessary to permit under specified circumstances the recapture of credits applied to contributions made under: (i) certain deferred variable annuity contracts and certificates that ASLAC will offer funded by the Accounts (the contracts and certificates, including certain endorsements, are collectively referred to as the "Contracts"), and (ii) contracts that ASLAC may offer in the future funded by the Accounts or any other separate account established in the future by ASLAC to support certain deferred variable annuity contracts and certificates issued by ASLAC (Future Account), which contracts are substantially similar in all material respects to the Contracts (Future Contracts). Applicants also requested that the order being sought extend to any National Association of Securities Dealers, Inc. member broker-dealer controlling or controlled by, or under common control with, ASLAC whether existing or created in the future, that serves as a distributor or principal underwriter for the Contracts or Future Contracts offered through the Accounts or any Future Account. (Rel. IC-25423 - February 20) GOLDMAN, SACHS & CO., ET AL. A notice has been issued giving interested persons until March 18, 2002, to request a hearing on an application filed by Goldman, Sachs & Co., et al., for an order exempting applicants from Sections 12(d)(1), 17(a) and 17(e) of the Investment Company Act, and under Section 17(d) and Rule 17d-1 under the Act to permit certain joint transactions. The order would permit certain registered investment companies to pay an affiliated lending agent a fee based on a share of the revenue derived from securities lending activities; the registered investment companies to use cash collateral from securities lending transactions (Cash Collateral) to purchase shares of certain money market funds and private investment companies; the registered investment companies to lend portfolio securities to affiliated broker-dealers; and the affiliated broker-dealers to engage in principal transactions with, and receive brokerage commissions from, certain registered investment companies that are affiliated with the broker-dealers solely as a result of investing Cash Collateral in the money market funds or private investment companies. (Rel. IC-25424 - February 20) ORDERS OF DEREGISTRATION UNDER THE INVESTMENT COMPANY ACT Orders have been issued under Section 8(f) of the Investment Company Act declaring that each of the following has ceased to be an investment company: PaineWebber Mutual Fund Trust [File No. 811-4312] (Rel. IC- 25425 - February 20, 2002) PaineWebber Municipal Series [File No. 811-5014] (Rel. IC- 25426 - February 20, 2002) MaxFund Trust [File No. 811-8499] (Rel. IC- 25427 - February 20, 2002) Fifth Third/Maxus Income Fund [File No. 811-4144] (Rel. IC- 25428 - February 20, 2002) Fifth Third/Maxus Equity Fund [File No. 811-5865] (Rel. IC- 25429 - February 20, 2002) Fifth Third/Maxus Laureate Fund [File No. 811-7516] (Rel. IC- 25430 - February 20, 2002) Arrow Funds [File No. 811-7041] (Rel. IC- 25431 - February 20, 2002) COUNTRY Growth Fund, Inc. [File No. 811-1338] (Rel. IC- 25432 - February 20, 2002) COUNTRY Tax Exempt Bond Fund, Inc. [File No. 811-2840] (Rel. IC- 25433 - February 20, 2002) COUNTRY Taxable Fixed Income Series Fund, Inc. [File No. 811-3186] (Rel. IC- 25434 - February 20, 2002) PaineWebber America Fund [File No. 811-3502] (Rel. IC- 25435 - February 20, 2002) PaineWebber Olympus Fund [File No. 811-4180] (Rel. IC- 25436 - February 20, 2002) PaineWebber Managed Assets Trust [File No. 811-6376] (Rel. IC- 25437 - February 20, 2002) PaineWebber Securities Trust [File No. 811-7473] (Rel. IC- 25438 - February 20, 2002) PaineWebber Investment Trust [File No. 811-7104] (Rel. IC- 25439 - February 20, 2002) Nationwide Asset Allocation Trust [File No. 811-7805] (Rel. IC- 25440 - February 20, 2002) Bonfiglio & Reed Options Fund [File No. 811-9905] (Rel. IC- 25441 - February 20, 2002) Credit Suisse Asset Management Strategic Global Income Fund, Inc. [File No. 811-5458] (Rel. IC- 25442 - February 20, 2002) 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 COVENTRY HEALTH CARE INC, 6705 ROCKLEDGE DR STE 900, BETHESDA, MD, 20817, 3015810600 - 175,000,000 ($175,000,000.00) Non-Convertible Debt, (File 333-83106 - Feb. 21) (BR. 01) S-3 LABORATORY CORP OF AMERICA HOLDINGS, 358 S MAIN ST, BURLINGTON, NC, 27215, 3362291127 - 7,700,000 ($678,370,000.00) Equity, (File 333-83108 - Feb. 21) (BR. 01) S-8 SANMINA-SCI CORP, 2700 N FIRST ST, SAN JOSE, CA, 95134, 4089643500 - 0 ($178,800,000.00) Equity, (File 333-83110 - Feb. 21) (BR. 36) S-3 KILROY REALTY CORP, 2250 E IMPERIAL HWY, C/O KILROY INDUSTRIES, EL SEGUNDO, CA, 90245, 3105635500 - 0 ($29,140.76) Equity, (File 333-83112 - Feb. 21) (BR. 08) S-8 INTERNATIONAL GAME TECHNOLOGY, 9295 PROTOTYPE DRIVE, P O BOX 10580, RENO, NV, 89510, 7754487777 - 900,000 ($57,951,000.00) Equity, (File 333-83116 - Feb. 21) (BR. 06) S-8 PEOPLES OHIO FINANCIAL CORP, 635 MARKET STREET, TROY, OH, 45373, (937) 339-5000 - 962,686 ($3,263,196.00) Equity, (File 333-83118 - Feb. 21) (BR. 07) S-8 OCCIDENTAL PETROLEUM CORP /DE/, 10889 WILSHIRE BLVD, LOS ANGELES, CA, 90024, 3102088800 - 2,000,000 ($50,960,000.00) Equity, (File 333-83124 - Feb. 21) (BR. 04) S-8 SIGMA DESIGNS INC, 355 FAIRVIEW WAY, MILPITAS, CA, 95035-3024, 4082629003 - 982,683 ($2,358,439.18) Equity, (File 333-83126 - Feb. 21) (BR. 03) S-8 ESYLVAN INC, 34 MARKET PLACE, LEGAL DEPARTMENT, BALTIMORE, MD, 21202, 4108438000 - 0 ($5,700,000.00) Equity, (File 333-83128 - Feb. 21) (BR. 08) S-8 ADZONE RESEARCH INC, 8930 EAST RAINTREE DRIVE, SUITE 100, SCOTTSDALE, AZ, 85260, 4804442014 - 303,000 ($22,725.00) Debt Convertible into Equity, (File 333-83130 - Feb. 21) (BR. 02) S-8 FIRST STATE BANCORPORATION, 7900 JEFFERSON NE, ALBUQUERQUE, NM, 87109, 5052417500 - 0 ($2,860,000.00) Equity, (File 333-83132 - Feb. 21) (BR. 07) S-8 PEOPLEPC INC, 100 PINE STREET, SUITE 1100, SAN FRANCISCO, CA, 94111, 4157324400 - 0 ($20,844,655.68) Equity, (File 333-83134 - Feb. 21) (BR. 08) S-8 GLOBAL TELEPHONE COMMUNICATION INC /NV/, SUITE 1800 10 SOUTH RIVERSIDE PLAZA, CHICAGO, IL, 60606, 8779014824 - 2,944,292 ($50,052.94) Equity, (File 333-83144 - Feb. 21) (BR. 06) S-8 FLEXIINTERNATIONAL SOFTWARE INC/CT, 2 ENTERPRISE DRIVE, SHELTON, CT, 06484, 2039253040 - 0 ($40,000.00) Equity, (File 333-83146 - Feb. 21) (BR. 03) S-8 37POINT9, 11665 AVENA PLACE STE 209A, SAN DIEGO, CA, 92590, 9092969945 - 61,000,000 ($317,200.00) Equity, (File 333-83148 - Feb. 21) (BR. 09) S-3 WILLBROS GROUP INC, DRESDNER BANK BUILDING, 50TH STREET 8TH FLOOR PO BOX 850048, PANAMA 5 REPUBLIC OF, R1, 00000, 5072639282 - 0 ($66,148,000.00) Equity, (File 333-83150 - Feb. 21) (BR. 04) SB-2 DOBLIQUE INC, 16910 DALLAS PARKWAY SUITE 100, DALLAS, TX, 75248, 9722481922 - 490,000 ($122,500.00) Debt Convertible into Equity, (File 333-83152 - Feb. 21) (BR. ) S-8 WALTER INDUSTRIES INC /NEW/, 1500 N DALE MABRY HWY, TAMPA, FL, 33607, 8138714811 - 0 ($1.00) Other, (File 333-83154 - Feb. 21) (BR. 06) S-3 DEVON ENERGY CORP/DE, 20 N BROADWAY, STE 1500, OKLAHOMA CITY, OK, 73102, 4052353611 - 0 ($1,500,000,000.00) Other, (File 333-83156 - Feb. 21) (BR. 04) S-1 BICO INC/PA, 2275 SWALLOW HILL ROAD, PITTSBURGH, PA, 15220, 4124290673 - 0 ($25,000,000.00) Equity, (File 333-83158 - Feb. 21) (BR. 36) S-8 ORLANDO PREDATORS ENTERTAINMENT INC, 741 FRONT STREET, SUITE 140, CELEBRATION, FL, 34747, 4075662493 - 3,000,000 ($7,650,000.00) Equity, (File 333-83160 - Feb. 21) (BR. 05) S-3 HELIX TECHNOLOGY CORP, NINE HAMPSHIRE STREET, NINE HAMPSHIRE ST, MANSFIELD, MA, 02048, 5083375111 - 0 ($68,517,000.00) Equity, (File 333-83162 - Feb. 21) (BR. 36) S-8 GENERAL ELECTRIC CO, 3135 EASTON TURNPIKE, W3M, FAIRFIELD, CT, 06431, 203-373-2211 - 0 ($5,626,500.00) Equity, (File 333-83164 - Feb. 21) (BR. 36) S-8 FIDELITY NATIONAL INFORMATION SOLUTIONS INC, 5060 SHOREHAM PL. #300, SAN DIEGO, CA, 92122, 6194506100 - 400,000 ($4,918,000.00) Equity, (File 333-83168 - Feb. 21) (BR. 08) S-8 GENESIS MICROCHIP INC /DE, 2150 GOLD STREET, ALVISO, CA, 95002, 4082626599 - 0 ($147,322,079.00) Equity, (File 333-83170 - Feb. 21) (BR. 03) S-8 WASTE CONNECTIONS INC/DE, 620 COOLIDGE DRIVE, SUITE 350, FOLSOM, CA, 95630, 9166088200 - 5,500,000 ($142,340,000.00) Equity, (File 333-83172 - Feb. 21) (BR. 06) S-3 AT&T CORP, 32 AVENUE OF AMERICAS, NEW YORK, NY, 10013-2412, 9082214268 - 5,000,000,000 ($5,000,000,000.00) Other, (File 333-83174 - Feb. 21) (BR. 37) S-8 AMERICAN INTERNATIONAL INDUSTRIES INC, 601 CIEN ST, SUITE 235, KEMAH, TX, 77565-2701, 2813349479 - 2,000,000 ($60,000.00) Equity, (File 333-83176 - Feb. 21) (BR. 07) 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 ------------------------------------------------------------------------------------- AAMES FINANCIAL CORP/DE DE X 01/23/02 ABN AMRO MORTGAGE CORP SERIES 1998-2 DE X 02/01/02 ACCLAIM ENTERTAINMENT INC DE X X 02/13/02 ADAM INC GA X X 02/15/02 ALLIED HOLDINGS INC GA X 12/10/02 AMEND ALLIS CHALMERS CORP DE X X X 02/06/02 AMERICAN HOMESTAR CORP TX X 02/21/02 AMERICAN PHYSICIANS CAPITAL INC MI X X 02/20/02 AMERICAN UTILICRAFT CORP X 11/19/01 AMEND AMERICANA PUBLISHING INC CO X 02/11/02 AMERUS GROUP CO/IA IA X X 02/20/02 ASIAINFO HOLDINGS INC DE X X 02/06/02 AT&T CORP NY X 02/23/02 ATCHISON CASTING CORP KS X X 02/21/02 ATMI INC DE X X 02/19/02 BANK OF AMERICA MORTGAGE SECURITIES I DE X X 02/05/02 BEAR STEARNS ASSET BACKED SECURITIES DE X 02/01/02 BEAR STEARNS COMMERCIAL MORTGAGE SECU DE X 02/01/02 BEAR STEARNS COMMERCIAL MORTGAGE SECU DE X 02/01/02 BETHLEHEM STEEL CORP /DE/ DE X 02/20/02 BIOENVISION INC DE X 06/15/01 BIOQUAL INC DE X 02/14/02 BISASSIST INC NV X 02/16/02 AMEND BURLINGTON RESOURCES INC DE X 02/21/02 CALICO COMMERCE INC/ DE X X 02/06/02 CARLYLE REAL ESTATE LTD PARTNERSHIP X IL X X 01/31/02 CARLYLE REAL ESTATE LTD PARTNERSHIP X IL X X 01/31/02 CENTRAL EUROPEAN DISTRIBUTION CORP DE X X 02/20/02 CHARTER FINANCIAL CORP/GA X X 02/20/02 CHESAPEAKE ENERGY CORP OK X X 02/21/02 CHOPIN VENTURE GROUP INC NV X X X 01/26/02 CINTAS CORP WA X X 02/28/02 CITIBANK SOUTH DAKOTA N A DE X 02/21/02 CITIBANK SOUTH DAKOTA N A DE X 12/31/01 CITIBANK SOUTH DAKOTA N A DE X 01/31/02 CITIZENS COMMUNICATIONS CO DE X 02/13/02 COMMERCIAL MORTGAGE PASS THROUGH CERT DE X 01/01/02 COMMERCIAL MORTGAGE PASS THROUGH CERT DE X 02/01/02 CONSECO INC IN X 02/21/02 COOPER INDUSTRIES INC OH X X 02/21/02 CORINTHIAN COLLEGES INC X X 02/21/02 CPS AUTO RECEIVABLES TRUST 1998-4 CA X 01/31/02 CROSS COUNTRY INC DE X X 02/21/02 CYPRESS BIOSCIENCE INC DE X X 02/21/02 CYTOGENIX INC NV X X 01/31/02 AMEND DIGENE CORP DE X X 02/19/02 AMEND DIRECT FOCUS INC 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