SEC NEWS DIGEST Issue 2003-181 September 23, 2003 RULES AND RELATED MATTERS PROPOSED RULES The Commission published for comment proposed rules (PCAOB-2003-04) submitted by the Public Company Accounting Oversight Board concerning an ethics code to govern the conduct of its members, employees, and certain contractors and consultants. Publication of the proposed rules is expected in the Federal Register during the week of September 22. The comment period will end 21 days after the proposed rules are published in the Federal Register. (Rel. 34-48506) The Commission published for comment proposed rules (PCAOB-2003-05) submitted by the Public Company Accounting Oversight Board concerning (1) compliance with auditing and related professional practice standards and (2) advisory groups. Publication of the proposed rules is expected in the Federal Register during the week of September 22. The comment period will end 21 days after the proposed rules are published in the Federal Register. (Rel. 34-48511) ENFORCEMENT PROCEEDINGS COMMISSION INSTITUTES AND SETTLES PUBLIC CEASE-AND-DESIST PROCEEDINGS AGAINST BRIAN WIEGAND AND DAVID SLAYTON, FORMER EXECUTIVES OF NAMEPROTECT, INC. On September 22, the Commission instituted and simultaneously settled public cease-and-desist proceedings against Brian Wiegand and David Slayton, former Chief Executive Officer and Chief Financial Officer, respectively, of NameProtect, Inc. The Commission found that Wiegand and Slayton assisted the staff of Homestore, Inc. in implementing a round-trip transaction in the second quarter of 2001. In this transaction, Homestore paid an artificially inflated price of $5.2 million to NameProtect for various services and required that a conduit company with common owners, Business Filings, Inc., purchase $4.45 million worth of advertising from Homestore and a media company. To facilitate the transaction, NameProtect transferred funds that it received from Homestore to Business Filings under the guise of a services agreement. Eventually, the media company transferred the bulk of these funds back to Homestore through the purchase of on- line advertising as a media buyer. Homestore recorded these funds as revenue without informing its auditors of the overall round-trip nature of the deal, and reported the revenue in its Form 10Q for the quarter ended June 30, 2001. The Commission further found that both Wiegand and Slayton understood that the circular nature of the transaction was intended to generate revenue for Homestore. Nevertheless, they agreed to comply with the conditions demanded by Homestore management to conceal the true nature of the transaction from Homestore's auditors. Among other things, they used an incorrect business address for Business Filings and backdated certain documents to falsely portray that the two parts of the circular transaction were separate and distinct; they eliminated links between the websites of Business Filings and NameProtect to make it appear that the two entities were unrelated; and they assisted Homestore personnel in justifying the inflated value of the services to Homestore's auditors. Additionally, when asked to provide an accounts receivable confirmation to Homestore's auditors, Slayton failed to disclose the component of the transaction pertaining to the media company, despite a specific request for the information. The Commission found that Slayton and Wiegand caused various securities violations and ordered them to cease and desist from committing or causing violations of or any future violations of Section 17(a) of the Securities Act of 1933 and Sections 10(b) and 13(b)(5) of the Securities Exchange Act of 1934 (Exchange Act) and Rules 10b-5, 13b2-1 and 13b2-2 and causing violations of Sections 13(a) and 13(b)(2)(A) of the Exchange Act and Rules 12b-20 and 13a-13 thereunder. The Commission accepted offers of settlement submitted by Wiegand and Slayton in which they agreed to the entry of the order without admitting or denying the Commission's findings. Wiegand and Slayton have also agreed to pay a $35,000 civil penalty each in a parallel civil action. In a related proceeding announced today, the Commission filed a settled action against five former employees of Homestore in which they have consented to the entry of a permanent injunction, disgorgement of ill- gotten gains and payment of civil penalty. Additionally, one of the defendants has also consented to a permanent officer and director bar. For further information see Litigation Release 18355. (Slayton - Rels. 33-8290, 34-48512, AAE Rel. 1865, File No. 3-11262); (Weigand - Rels. 33- 8291, 34-48513, AAE Rel. 1866, File No. 3-11263) SEC BARS FORMER PRINCIPALS OF HOUSTON INVESTMENT ADVISER FROM ASSOCIATING WITH AN INVESTMENT ADVISER OR BROKER-DEALER On September 22, the Commission instituted public administrative proceedings against David Isaac Lapin and Jeffrey Carl Wigginton, of Houston, who were formerly the president and vice president, respectively, of Lapin & Wigginton Asset Management, LLC (LWAM), a Commission-registered Houston investment adviser that ceased operations in late 2001. Lapin and Wigginton were also associated with a Commission-registered broker-dealer during their association with LWAM. The Commission instituted the proceedings based on permanent injunctions that the U.S. District Court for the Southern District of Texas entered against Lapin (on September 9) and Wigginton (on September 2) in the matter of SEC v. David Isaac Lapin and Jeffrey Carl Wigginton, Case No. H-03-3342 (S.D. Tex.). The Commission instituted that action in U.S. District Court in Houston on August 20, alleging that Lapin and Wigginton violated Sections 5(a), 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, and Section 207 of the Investment Advisers Act, and that they aided and abetted LWAM's violations of Sections 206(1), 206(2) and 206(4) of the Advisers Act and Rule 206(4)-4(a) thereunder. See Lit. Rel. No. 18304 (Aug. 22, 2003). In short, the Commission alleged in its Complaint that Lapin and Wigginton engaged in a fraudulent offering of unregistered limited partnership interests, in which they knowingly or recklessly misled investors - including advisory clients of LWAM - about the risks associated with the limited partnership investments. The Commission also alleged that Lapin and Wigginton violated the Advisers Act by failing to disclose fully and accurately, in reports that LWAM filed with the Commission, facts relating to Lapin's disciplinary history. The Commission accepted offers of settlement from Lapin and Wigginton in the civil action, pursuant to which each of them consented to the entry of permanent injunctions, disgorgement of illicit profits, and civil money penalties. Simultaneously with the institution of the administrative proceedings on September 22, the Commission resolved the proceedings by accepting offers of settlement, pursuant to which Lapin and Wigginton each agreed to the entry of an order barring them from association with a broker- dealer or investment adviser. (Lapin - Rels. 34-48516, IA-2174, File No. 3-11264); (Wigginton - Rels. 34-48517; IA-2175; File No. 3-11265) CYRUS INDUSTRIES STOCK REGISTRATION REVOKED The registration of the stock of Cyrus Industries, Inc., (Cyrus) has been revoked. Cyrus is defunct, but its stock continues to be quoted in the pink sheets and continues to trade. The revocation was ordered in an administrative proceeding before an administrative law judge. Cyrus has not filed any annual or quarterly reports since its stock was registered with the Commission in 2000. Thus, it violated a crucial provision of the federal securities laws that requires public corporations to publicly disclose current, accurate financial information so that investors may make informed decisions. Accordingly, the law judge revoked the registration of its stock to serve the public interest and for the protection of investors. (Rel. 34-48523; File No. 3-11221) SEC FILES CHARGES AGAINST FIVE FORMER HOMESTORE EXECUTIVES AND THE FORMER CEO AND CFO OF A HOMESTORE VENDOR FOR ENGAGING IN FRAUDULENT ROUND-TRIP TRANSACTIONS Three Former Homestore Executives to Plead Guilty to Criminal Charges The SEC, the United States Attorney's Office for the Central District of California, and the Federal Bureau of Investigation today jointly announced the filing of civil and criminal charges against former executives of Homestore, Inc., the Westlake Village, Calif., company that provides real estate listings and related services on the Internet. The SEC also announced the filing of civil charges against the former CEO and CFO of a Homestore vendor for assisting in the fraudulent scheme at Homestore. All of the defendants have agreed to settle the Commission's lawsuit and to cooperate with the government in its ongoing investigation. Additionally, three of them have agreed to plead guilty to criminal charges. With these charges, the SEC has now charged a total of 11 individuals for their roles in a financial fraud scheme at Homestore, 7 of whom have been criminally charged by the United States Attorney in Los Angeles. The civil and criminal actions allege that the defendants structured and negotiated fraudulent "round-trip" transactions for the purpose of artificially inflating Homestore's on-line advertising revenues to exceed Wall Street analysts' expectations, even though these transactions had no economic substance. In these round-trip transactions, Homestore paid inflated sums to various vendors for services or products, and, in turn, the vendors used these funds to buy advertising from two media companies. The media companies then bought advertising from Homestore, and Homestore improperly recorded the money it received from the sale of such advertising as revenue in its financial statements. The essence of these transactions was a circular flow of money by which Homestore recognized its own cash as revenue. All of the Homestore employees charged today were directly involved in setting up these illegal round-trip transactions. These defendants also participated in misleading Homestore's outside auditors to prevent discovery of the true nature of the round-trip transactions. This included altering websites and press releases of vendor companies to eliminate incriminating information, preparing and backdating documents, and using false addresses for related businesses. In addition, several salespeople charged today personally profited from the illegal transactions by accepting "kickbacks" from vendors or by engaging in insider trading in Homestore's stock. In one case, a former Homestore salesperson routed payment of a kickback through offshore bank accounts in Lebanon and Uganda in an effort to avoid detection. The Civil and Criminal Charges The SEC's civil complaint and the United States Attorney's criminal information, filed today in United States District Court in Los Angeles, charges the following three defendants. * Thomas Vo, 29, of Westwood, Calif., was a manager in Homestore's Strategic Alliances Group (SAG) from January 2001 until January 2002. * Sailesh Patel, 36, of Los Angeles, Calif., was a Director of Business Development at Homestore from August 2000 until October 2001. * Jessica McLellan, 29, of San Francisco, Calif., was a manager in Homestore's SAG from January 2001 through April 2002. In addition, the SEC's civil complaint also charges the following four defendants. * Sophia M. Kabler, 37, of Mill Valley, Calif., was Homestore's Senior Vice President of Advertising Sales throughout 2001. * Adam S. Richards, 34, of Oak Park, Calif., was Homestore's Manager of Financial Planning from February 2001 through January 2002. Richards is a certified public accountant licensed by the State of California. * David Slayton, 34, of Waunakee, Wis., who was the chief financial officer and a director of NameProtect, Inc., a private company headquartered in Madison, Wis., that provides trademark research, brand protection, and brand monitoring services. According to the SEC's complaint, NameProtect was one of the vendors that participated in the round-trip transactions. * Brian Wiegand, 34, of Waunakee, Wis., was the chief executive officer and is a director of NameProtect. The SEC charged the defendants variously with violating or aiding and abetting violations of numerous provisions of the federal securities laws, including the antifraud provisions, Section 17(a) of the Securities Act of 1933 and Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5 thereunder; reporting provisions, Section 13(a) of the Exchange Act and Rules 12b-20 and 13a-13 thereunder; record- keeping provisions, Section 13(b)(2)(A) of the Exchange Act and Rule 13b2-1 thereunder; internal controls provisions, Section 13(b)(5) of the Exchange Act; and lying to the auditors provisions, Rule 13b2-2 under the Exchange Act. The Justice Department's criminal action charges Thomas Vo and Sailesh Patel with one count of wire fraud, in violation of Title 18, United States Code, Section 1343, and Jessica McLellan with one count of securities fraud, in violation of Title 15, United States Code, Sections 78j(b) and 78ff, and Title 17, Code of Federal Regulations, Section 240.10b-5. The Settlements and Guilty Pleas Vo, Patel and McLellan have agreed to settle the SEC's lawsuit, to plead guilty to the criminal charges, and to cooperate with the government in its ongoing investigations. Kabler, Richards, Slayton and Weigand, who were not charged in the criminal case, have also agreed to settle the SEC's lawsuit. All seven individuals settled the SEC lawsuit without admitting or denying the allegations, simultaneously with the filing of the complaint. Vo, Patel and McLellan are expected to appear in court on the criminal charges in October 2003. In the SEC case, Kabler will be enjoined from committing future violations of the charged federal securities laws, will repay $530,119 in profits from her exercise of Homestore stock options and commissions she earned during the fraud, plus interest, and will pay a $120,000 civil penalty. Kabler will also be permanently barred from serving as an officer or director of a public company. In the SEC case, Vo will be enjoined from committing future violations of the charged federal securities laws; and will pay $31,377 representing profits from trading in Homestore stock, commissions, an improper kickback from a customer, interest and a civil penalty. In the criminal case, Vo faces up to five years in prison and a $250,000 fine. As part of his SEC settlement, Patel will be enjoined from committing future violations of the charged federal securities laws and will pay $170,806, consisting of improper kickbacks he received from customers, interest and a civil penalty. In the criminal case, Patel faces up to five years in prison and a $250,000 fine. In her SEC settlement, McLellan will be enjoined from committing future violations of the charged federal securities laws and will pay $38,160, representing her profits from trading in Homestore stock, commissions, interest and a civil penalty. In the criminal case, McLellan faces up to ten years in prison and a $1 million fine. In his SEC settlement, Richards will be enjoined from committing future violations of the charged federal securities laws and will pay $11,894, representing his profits from trading in Homestore stock, interest and a civil penalty. Richards will also be suspended from appearing or practicing before the SEC as an accountant. Slayton settled the SEC's action by consenting to the entry of an administrative cease-and-desist order prohibiting him from committing or causing future violations of the charged federal securities laws. He also consented to the entry of a district court judgment ordering him to pay $35,001 in civil penalties and disgorgement. Weigand also settled the SEC's action by consenting to the entry of an administrative cease-and-desist order prohibiting him from committing or causing future violations of the charged federal securities laws. He also consented to the entry of a district court judgment ordering him to pay $35,001 in civil penalties and disgorgement. The civil penalties and disgorgement will be paid by the defendants to a distribution fund established for the benefit of defrauded Homestore shareholders pursuant to the Fair Funds provision of the Sarbanes-Oxley Act of 2002. Previously in this matter, Homestore's former Chief Operating Officer, John Giesecke, its former Chief Financial Officer, Joseph Shew, its former Vice President of Transactions, John DeSimone, and its former Finance Department Manager, Jeffrey Kalina, pleaded guilty to criminal charges brought by the Department of Justice and settled SEC actions. The civil case is the product of an ongoing investigation by the SEC. The criminal investigation by the Federal Bureau of Investigation is also ongoing. [SEC v. Sophia M. Kabler, USDC, CDCA, Civil Action No. CV 03-6716 JFW (VBKx)] (LR-18355; AAE Rel. 1864) ASSET FREEZE SOUGHT IN INVESTMENT CONTRACT SCHEME On September 18, the Commission filed an action in U.S. District Court in Phoenix, Arizona, charging Ronald Stephen Holt, 52, of Mesa, Arizona, and International Funding Association, which Holt allegedly controls, with securities fraud in connection with a nationwide offering of investment contracts. According to the Commission's complaint, the scheme began in 1997 and raised at least $1.4 million, and possibly as much as $25 million, from as many as 4,600 investors nationwide. Judge Paul G. Rosenblatt granted the Commission's request and entered orders to recover and conserve assets for the benefit of victims of the scam, including an asset freeze, an accounting, the appointment of a receiver, an order preserving documents and an order for the repatriation of funds moved overseas. The Commission has also named ten persons and entities as relief defendants, seeking either asset freezes and disgorgement of assets acquired with investor funds, or the preservation of International Funding records. The Commission acknowledges the assistance and cooperation the U.S. Commodities Futures Trading Commission, and also of the U.S. Attorney's Office for Arizona, the Internal Revenue Service, and the Securities Division of the Arizona Corporation Commission. [SEC v. Ronald Stephen Holt, et al., Civil Action No. 03-CV-1825 PHX (PGR), USDC, District of Arizona] (LR-18356) FORMER CHIEF EXECUTIVE OFFICER OF CRAIG CONSUMER ELECTRONICS FOUND GUILTY OF FRAUD AFTER CRIMINAL TRIAL The U.S. Attorney for the Central District of California announced that on September 4, after a two-month jury trial in federal district court in Los Angeles, Richard I. Berger, the former president, chief executive officer, and chairman of the board of directors of Craig Consumer Electronics, Inc., was found guilty of twelve felony counts, including conspiracy, bank fraud, falsifying corporate books and records, and making false statements in filings with the Securities and Exchange Commission. Craig sold consumer electronics to retailers such as Best Buy and Circuit City, and was based in Cerritos, California. A federal grand jury indictment alleged that in 1996 and 1997, Berger fraudulently enabled Craig to borrow significantly more from its line of credit than was allowed under the terms of its credit agreement with a consortium of four banks. The indictment further alleged that Berger fraudulently overstated Craig's inventory and accounts receivable. Craig's reported inventory and accounts receivable established the amount of Craig's borrowing availability from the bank. By fraudulently transferring defective inventory to a refurbished inventory category, and by overstating Craig's accounts receivable through the creation of bogus shipments and by shipping product early, Berger defrauded the bank into loaning Craig more than allowable under Craig's borrowing agreement. The bank consortium ultimately lost approximately $8 million and many investors lost their entire investment in the company. The jury deadlocked on other counts against Berger and on counts against Bonnie K. Metz, Berger's co-defendant and Craig's former vice president of international sales. Donna Richardson, Craig's former chief financial officer, earlier pled guilty to three criminal counts of bank fraud. Sentencing for both Berger and Richardson is pending. Previously, on September 27, 2000, the Commission filed a civil complaint against Berger and Richardson in federal district court in Los Angeles for misleading investors through false disclosure and financial reporting in filings with the Commission. Simultaneous with the filing of the complaint, Berger consented to the issuance of a permanent injunction, without admitting or denying the allegations contained in the Commission's complaint, agreed to pay a civil penalty, and be barred from serving as an officer or director of a public company for five years. See Litigation Release No. 16731 (Sept. 27, 2000). In August 2001, Richardson consented to a permanent injunction, without admitting or denying the allegations contained in the Commission's complaint. See Litigation Release No. 17100 (Aug. 13, 2001). The Commission's actions against Berger and Richardson involved primarily the same conduct as charged in the criminal case. In an administrative proceeding, Metz, agreed, without admitting or denying the Commission's findings, to cease and desist from knowingly circumventing internal controls and falsifying books and records. See Administrative Proceeding No. 3-10316 (Sept. 27, 2000). In another administrative proceeding, on Dec. 13, 2000, the Honorable Brenda P. Murray, chief administrative law judge, revoked the registration of the common stock of Craig Consumer Electronics, Inc., pursuant to Section 12(g) of the Exchange Act. See Exchange Act Release No. 43715 (Dec. 13, 2000). [U.S. v. Richard I. Berger and Bonnie K. Metz, CR 00-994 (A)- RMT] (LR-18357; AAE Rel. 1867) SEC FILES ACCOUNTING FRAUD CHARGES AGAINST TWO FORMER OFFICERS OF PURCHASEPRO.COM, INC. On September 23, the Commission filed accounting fraud charges in the U.S. District Court for the Eastern District of Virginia against Jeffrey R. Anderson and Scott H. Miller, both of whom are former officers of PurchasePro.com, Inc., a Las Vegas-based internet company now known as Pro-After, Inc. Both Anderson and Miller settled the charges without admitting or denying the Commission's allegations. The Commission's complaint against Anderson alleges that from October 2000 through April 2001, while he was PurchasePro's Senior Vice President of Sales and Strategic Development, Anderson knowingly or recklessly participated in a series of acts and transactions designed to inflate PurchasePro's revenues in contravention of generally accepted accounting principles (GAAP). In particular, the complaint alleges, Anderson negotiated or otherwise had reason to know about side agreements with several customers that induced them to buy marketplace licenses from PurchasePro during both the fourth quarter of PurchasePro's 2000 fiscal year (Q4 2000) and the first quarter of its 2001 fiscal year (Q1 2001), thereby materially inflating PurchasePro's publicly announced and reported revenues for those quarters. According to the complaint, Anderson also concealed these side agreements from PurchasePro's auditors, and falsely represented to PurchasePro's auditors that there were no such side agreements. The complaint further charges that Anderson knowingly falsified PurchasePro's accounting books and records and thereby caused PurchasePro to overstate the amount of revenue that was referred to it by its most important strategic partner, America Online, Inc., and that he directed a subordinate to create an inaccurate spreadsheet as support for the inflated AOL referrals. Next, the complaint alleges that, during Q1 2001, Anderson participated in PurchasePro's improper recognition of $3.7 million in revenue from a purported agreement with AOL called a "Statement of Work," which Anderson knew or was reckless in not knowing was improper because, among other things, the parties never reached an agreement with respect to the services at issue and because the services were not performed as stated in the agreement. Finally, the complaint alleges that, during April 2001, Anderson received a $100,000 retention bonus from PurchasePro and requested that his e-mail messages relating to the first week of that month be deleted. In its complaint against Miller, the Commission alleged that Miller, while serving as PurchasePro's Senior Vice President of Finance and Chief Accounting Officer, knew or was reckless in not knowing that PurchasePro's recognition of revenue from the "Statement of Work" agreement with AOL was improper under GAAP. The complaint further alleges that Miller misled the company's outside auditors in connection with the auditors' review of PurchasePro's financial statements for Q1 2001 by, among other things, failing to provide the auditors with material facts that called into question the authenticity and performance of the "Statement of Work." In addition, the complaint charges Miller with knowingly circumventing PurchasePro's internal accounting controls by, among other things, recording revenue from the "Statement of Work" without adequate documentary support, signing blank checks for use by PurchasePro's former chief executive officer, and causing PurchasePro to pay a higher bonus to the company's then senior vice-president of sales than the company's compensation committee had authorized. According to the complaint, Miller himself received a $100,000 bonus during the same time frame. Finally, the complaint alleges that in February 2003, after being served with an SEC subpoena requiring that he produce documents relevant to the matters described above, Miller withheld, destroyed, and attempted to destroy several documents and electronic files that were subject to the subpoena. Based on these factual allegations, the Commission charged both Anderson and Miller with violating Sections 10(b) and 13(b)(5) of the Securities Exchange Act of 1934 (Exchange Act) and Exchange Act Rules 10b-5 and 13b2-2. The Commission also charged Anderson with violating Exchange Act Rule 13b2-1 and with aiding and abetting PurchasePro's violations of Exchange Act Section 13(a) and Exchange Act Rule 13a-1. Without admitting or denying the Commission's allegations, both Anderson and Miller consented to final judgments that would permanently enjoin them from violating the foregoing securities law provisions, permanently bar them from acting as officers or directors of any public company, and order each of them to disgorge $100,000 in bonuses they received during the period in question (plus prejudgment interest), but waive payment of these amounts based on their sworn representations concerning their financial condition. In a related matter, the U.S. Department of Justice and the U.S. Attorney's Office for the Eastern District of Virginia filed criminal charges against both Anderson and Miller. Anderson was charged with conspiracy to commit wire fraud, and Miller was charged with obstruction of justice. The Commission acknowledges the assistance of the Department of Justice, the United States Attorney's Office, and the Federal Bureau of Investigation in the investigation of this matter. The Commission's investigation is continuing. [SEC v. Jeffrey R. Anderson, No. CA-03-1203-A (E.D. Va) and SEC v. Scott H. Miller, No. CA- 03-1202-A (E.D. Va)] (LR-18358; AAE Rel. 1868) SELF-REGULATORY ORGANIZATIONS PROPOSED RULE CHANGE The American Stock Exchange filed a proposed rule change (SR-Amex-2002- 09) relating to automated quotation and execution systems. Publication of the proposal is expected in the Federal Register during the week of September 22. (Rel. 34-48495) IMMEDIATE EFFECTIVENESS OF PROPOSED RULE CHANGES A proposed rule change filed by NQLX LLC (SR-NQLX-2003-07), removing the requirement that members record the Clearing Account Indicator on order tickets, has become effective under Section 19(b)(7) of the Securities Exchange Act of 1934. Publication of the proposal is expected in the Federal Register during the week of September 22. (Rel. 34-48498) A proposed rule change and Amendment No. 1 thereto filed by the International Securities Exchange (SR-ISE-2003-20) to simplify the manner in which a contrary exercise advice is submitted and to extend by one hour the time for members to submit contrary exercise advices have 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 September 22. (Rel. 34-48505) A proposed rule change (SR-ISE-2003-21) by the International Securities Exchange that extends until Jan. 31, 2004, a pilot program permitting $5 quotation spreads on up to 50 underlying equity securities 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 September 22. (Rel. 34-48514) AMENDMENTS TO PROPOSED RULE CHANGES The New York Stock Exchange filed Amendment No. 4 to a proposed rule change (SR-NYSE-2002-35) relating to business continuity plans and emergency contact information. (Rel. 34-48502) The National Association of Securities Dealers filed Amendment No. 4 and 5 to a proposed rule change (SR-NASD-2002-108) relating to business continuity plans and emergency contact information. Publication of the proposal is expected in the Federal Register during the week of September 22. (Rel. 34-48503) APPROVAL OF PROPOSED RULE CHANGE The Commission approved a proposed rule change submitted by the Chicago Board Options Exchange (SR-CBOE-2003-27) relating to representation of orders by floor brokers. (Rel. 34-48507) DELISTINGS GRANTED An order has been issued granting the application of the International Securities Exchange to strike from listing and registration certain call and put options contracts issued by The Options Clearing Corporation respecting the underlying securities of the following companies, effective at the opening of business on September 22: Airborne, Inc. (ABF) iShares Russell 100 Value Index Fund (IWD) (Rel. 34-48508) An order has been issued granting the application of the American Stock Exchange to strike from listing and registration the Class A Common Stock, $.01 par value, of Bayou Steel Corporation, effective at the opening of business on September 22. (Rel. 34-48509) An order has been issued granting the application of the American Stock Exchange to strike from listing and registration the common stock, $.24 par value, of Barrister Global Services Network, Inc., effective at the opening of business on September 22. (Rel. 34-48510) WITHDRAWAL SOUGHT A notice has been issued giving interested persons until Oct. 14, 2003, to comment on the application of Time Warner Company, L.P. to withdraw its 7 14/% Senior Debentures (due 2008) and the related Guarantees of Warner Communications, Inc. and American Television and Communications Corporation, from listing and registration on the New York Stock Exchange. (Rel. 34-48518) WITHDRAWALS GRANTED An order has been issued granting the application of Intervoice, Inc. to withdraw its common stock, no par value, and preferred stock purchase rights from listing and registration on the Chicago Stock Exchange, effective at the opening of business on September 23. (Rel. 34-48519) An order has been issued granting the application of Vestaur Securities, Inc. to withdraw its common stock, $.01 par value, from listing and registration on the New York Stock Exchange, effective at the opening of business on September 23. (Rel. 34-48521) 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-3 BIOMARIN PHARMACEUTICAL INC, 371 BEL MARIN KEYS BLVD, STE 210, NOVATO, CA, 94949, 4158846700 - 0 ($125,000,000.00) Unallocated (Universal) Shelf, (File 333-108972 - Sep. 22) (BR. 01) S-3 DEPOMED INC, 1360 O'BRIEN DRIVE, MENLO PARK, CA, 94025, 6504625900 - 0 ($60,000,000.00) Equity, (File 333-108973 - Sep. 22) (BR. 01) S-8 MCDATA CORP, 380 INTERLOCKEN CRESCENT, BROOMFIELD, CO, 80021, 3034609200 - 0 ($32,265,000.00) Equity, (File 333-108974 - Sep. 22) (BR. 37) S-3 INDIANA MICHIGAN POWER CO, ONE SUMMIT SQ, P O BOX 60, FORT WAYNE, IN, 46801, 2194252111 - 0 ($400,000,000.00) Non-Convertible Debt, (File 333-108975 - Sep. 22) (BR. 02) S-8 US ENERGY CORP, 877 NORTH 8TH WEST, GLEN L LARSEN BLDG, RIVERTON, WY, 82501, 3078569271 - 0 ($10,194,450.00) Equity, (File 333-108979 - Sep. 22) (BR. 04) S-4 WESTLAKE CHEMICAL CORP, 0 ($380,000,000.00) Non-Convertible Debt, (File 333-108982 - Sep. 22) (BR. 02) S-3 TEREX CORP, 500 POST ROAD EAST, STE 320, WESTPORT, CT, 06880, 2032227170 - 208,591 ($4,545,198.00) Equity, (File 333-108985 - Sep. 22) (BR. 36) F-6 CITIRAYA INDUSTRIES LTD/FI, 65 TECH PARK CRESCENT, SINGAPORE, F4, 637787, 10,000,000 ($500,000.00) ADRs/ADSs, (File 333-108987 - Sep. 22) (BR. ) S-8 BEARD CO /OK, 5600 N MAY AVE, STE 320, OKLAHOMA CITY, OK, 73112, 4058422333 - 150,000 ($81,750.00) Equity, (File 333-108988 - Sep. 22) (BR. 02) S-3 AASTROM BIOSCIENCES INC, 24 FRANKL LLOYD WRIGHT DR, PO BOX 376, ANN ARBOR, MI, 48106, 7349305555 - 897,595 ($1,364,344.40) Equity, (File 333-108989 - Sep. 22) (BR. 01) S-8 PROCTER & GAMBLE CO, ONE PROCTER & GAMBLE PLZ, CINCINNATI, OH, 45202, 5139831100 - 2,339,257 ($217,129,834.74) Other, (File 333-108991 - Sep. 22) (BR. 02) S-8 PROCTER & GAMBLE CO, ONE PROCTER & GAMBLE PLZ, CINCINNATI, OH, 45202, 5139831100 - 150,000 ($13,923,000.00) Other, (File 333-108992 - Sep. 22) (BR. 02) S-8 PROCTER & GAMBLE CO, ONE PROCTER & GAMBLE PLZ, CINCINNATI, OH, 45202, 5139831100 - 500,000 ($46,410,000.00) Other, (File 333-108993 - Sep. 22) (BR. 02) S-8 PROCTER & GAMBLE CO, ONE PROCTER & GAMBLE PLZ, CINCINNATI, OH, 45202, 5139831100 - 5,000 ($464,100.00) Other, (File 333-108994 - Sep. 22) (BR. 02) S-8 PROCTER & GAMBLE CO, ONE PROCTER & GAMBLE PLZ, CINCINNATI, OH, 45202, 5139831100 - 260,000 ($24,133,200.00) Other, (File 333-108995 - Sep. 22) (BR. 02) S-8 FIFTH THIRD BANCORP, 38 FOUNTAIN SQ PLZ, FIFTH THIRD CENTER, CINCINNATI, OH, 45263, 5135795300 - 250,000 ($14,538,750.00) Equity, (File 333-108996 - Sep. 22) (BR. 07) S-8 PROCTER & GAMBLE CO, ONE PROCTER & GAMBLE PLZ, CINCINNATI, OH, 45202, 5139831100 - 4,000,000 ($371,280,000.00) Other, (File 333-108997 - Sep. 22) (BR. 02) S-8 PROCTER & GAMBLE CO, ONE PROCTER & GAMBLE PLZ, CINCINNATI, OH, 45202, 5139831100 - 108,883 ($10,106,520.06) Other, (File 333-108998 - Sep. 22) (BR. 02) S-8 PROCTER & GAMBLE CO, ONE PROCTER & GAMBLE PLZ, CINCINNATI, OH, 45202, 5139831100 - 73,092,178 ($6,784,415,961.96) Other, (File 333-108999 - Sep. 22) (BR. 02) S-8 PHILLIPS VAN HEUSEN CORP /DE/, 200 MADISON AVENUE, NEW YORK, NY, 10016, 2123813500 - 5,400,000 ($77,814,000.00) Equity, (File 333-109000 - Sep. 22) (BR. 02) N-2 FLAHERTY & CRUMRINE/CLAYMORE TOTAL RETURN FUND INC, 0 ($1,000,000.00) Equity, (File 333-109001 - Sep. 22) (BR. 18) S-3 CRANE CO /DE/, CRANE CO., 100 FIRST STAMFORD PLACE, STAMFORD, CT, 06902, 203-363-7300 - 0 ($300,000,000.00) Non-Convertible Debt, (File 333-109002 - Sep. 22) (BR. 06) S-8 INFORMATION ARCHITECTS CORP, 4064 COLONY RD, SUITE 100, CHARLOTTE, NC, 28211, 7043652324 - 7,500,000 ($3,375,000.00) Equity, (File 333-109003 - Sep. 22) (BR. 03) S-3 SLM EDUCATION CREDIT FUNDING LLC, 20 HEMINGWAY DRIVE, PROVIDENCE, RI, 02915, 7038107677 - 0 ($5,000,000,000.00) Other, (File 333-109004 - Sep. 22) (BR. 07) N-2 ING SENIOR INCOME FUND, ING SENIOR INCOME FUND, 7337 E. DOUBLETREE RANCH ROAD, SCOTTSDALE, AZ, 85258, 4804773000 - 0 ($354,040,000.00) Equity, (File 333-109005 - Sep. 22) (BR. 17) S-8 AMERICAN ACCESS TECHNOLOGIES INC, 6670 SPRING LAKE ROAD, -, KEYSTONE HEIGHTS, FL, 32656, 3524736673 - 1,645,000 ($1,496,250.00) Other, (File 333-109006 - Sep. 22) (BR. 03) S-3 CHESAPEAKE FUNDING LLC, 900 OLD COUNTRY ROAD, GARDEN CITY, NY, 11530, 5162224732 - 0 ($500,000,000.00) Asset-Backed Securities, (File 333-109007 - Sep. 22) (BR. 05) S-8 NETTEL HOLDINGS INC, 2500 COLUMBIA HOUSE, BOULEVARD, VANCOUVER, WA, 98661, 360-696-3412 - 1,600,000 ($1,008,000.00) Equity, (File 333-109008 - Sep. 22) (BR. 07) S-1 PROVIDE COMMERCE INC, 5005 WATERIDGE VISTA DRIVE, 2ND FLOOR, SAN DIEGO, CA, 92121, 858-638-4900 - 0 ($74,750,000.00) Equity, (File 333-109009 - Sep. 22) (BR. ) S-3 BRANDYWINE REALTY TRUST, 14 CAMPUS BLVD, STE 100, NEWTOWN SQUARE, PA, 19073, 6103255600 - 8,554,245 ($217,491,679.00) Equity, (File 333-109010 - Sep. 22) (BR. 08) S-3 TORCH OFFSHORE INC, 401 WHITNEY AVENUE, SUITE 400, GRETNA, LA, 70056, 5043677030 - 0 ($5,259,915.00) Equity, (File 333-109011 - Sep. 22) (BR. 04) S-3 METRON TECHNOLOGY N V, 4425 FORTRAN DRIVE, SAN JOSE, CA, 94134, 4087194600 - 0 ($19,764,829.49) Equity, (File 333-109012 - Sep. 22) (BR. 36) F-6 AUTONOMY CORP PLC, CAMBRIDGE BUSINESS PARK, COWLEY RD, CAMBRIDGE, UNITED KINGDOM, X0, CB40WZ, 441223448000 - 20,000,000 ($1,000,000.00) ADRs/ADSs, (File 333-109013 - Sep. 22) (BR. 03) S-3 AVI BIOPHARMA INC, ONE SW COLUMBIA, STE 1105, PORTLAND, OR, 97258, 5032270554 - 0 ($75,000,000.00) Other, (File 333-109015 - Sep. 22) (BR. 01) S-3 STAKE TECHNOLOGY LTD, 2838 HWY 7, NORVAL ONTARIO, L0P 1K0 CANADA, A6, L0P 1K0, 9054551990 - 196,809 ($1,966,122.00) Equity, (File 333-109016 - Sep. 22) (BR. 04) S-8 NABI BIOPHARMACEUTICALS, 5800 PARK OF COMMERCE BLVD N W, STE 322, BOCA RATON, FL, 33487, 5619895800 - 0 ($4,387,500.00) Equity, (File 333-109017 - Sep. 22) (BR. 01) S-8 COMMUNITY BANK SHARES OF INDIANA INC, 101 W SPRING ST, P O BOX 939, NEW ALBANY, IN, 47150, 8129496844 - 250,000 ($4,625,000.00) Equity, (File 333-109018 - Sep. 22) (BR. 07) S-3 GENESCO INC, GENESCO PK 1415 MURFREESBORO RD, NASHVILLE, TN, 37217, 6153677000 - 0 ($86,250,000.00) Debt Convertible into Equity, (File 333-109019 - Sep. 22) (BR. 02) S-8 FIRST RELIANCE BANCSHARES INC, 2170 W PALMETTO ST, FLORENCE, SC, 29501, 8436628802 - 750,000 ($6,000,000.00) Equity, (File 333-109020 - Sep. 22) (BR. 07) S-4 FIRST NIAGARA FINANCIAL GROUP INC, 6950 SOUTH TRANSIT ROAD, PO BOX 514, LOCKPORT, NY, 14095, 7166257500 - 0 ($365,455,403.00) Equity, (File 333-109021 - Sep. 22) (BR. 07) S-4 GRIC COMMUNICATIONS INC, 1421 MCCARTHY BLVD, MILPITAS, CA, 95035, 4089551920 - 0 ($7,410,000.00) Equity, (File 333-109022 - Sep. 22) (BR. 03) S-8 NEOMAGIC CORP, 3260 JAY STREET, 3260 JAY STREET, SANTA CLARA, CA, 95054, (408) 988- - 0 ($9,966,927.00) Equity, (File 333-109023 - Sep. 22) (BR. 36) S-8 AMERICAN CAPITAL STRATEGIES LTD, 3019516122 - 0 ($50,524,500.00) Equity, (File 333-109024 - Sep. 22) (BR. 22) S-8 MAKE YOUR MOVE INC, 2164 N GLASSELL ST, ORANGE, CA, 92865, 7146371697 - 500,000 ($25,000.00) Other, (File 333-109025 - Sep. 22) (BR. 09) S-8 AMERICAN CAPITAL STRATEGIES LTD, 3019516122 - 0 ($90,685,000.00) Equity, (File 333-109026 - Sep. 22) (BR. 22) S-2 ORTEC INTERNATIONAL INC, 3960 BROADWAY, BLDG 28, NEW YORK, NY, 10032, 7183264698 - 13,113,057 ($18,030,453.00) Equity, (File 333-109027 - Sep. 22) (BR. 01) 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. Item 10. Amendments to the Registrant's Code of Ethics, or Waiver of a Provision of the Code of Ethics. Item 11. Temporary Suspension of Trading Under Registrant's Employee Benefit Plans. Item 12. Results of Operations and Financial Condition. 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 10 11 12 13 DATE COMMENT ------------------------------------------------------------------------------------------------ 3D SYSTEMS CORP DE X X 09/17/03 ABOVENET INC DE X X 09/18/03 ADVANCED BIOTHERAPY INC DE X X 09/22/03 ADVANTA BUSINESS RECEIVABLES CORP X 09/22/03 AIRPLANES LTD DE X 08/13/03 AK STEEL HOLDING CORP DE X X 09/22/03 ALAMOSA DELAWARE INC DE X 09/22/03 ALAMOSA HOLDINGS INC DE X 09/22/03 AMERICAN EXPRESS CO NY X 09/22/03 AMERICAN TECHNOLOGY CORP /DE/ DE X X 09/17/03 AMERICAN TOWER CORP /MA/ DE X X 09/22/03 APPLIED DIGITAL SOLUTIONS INC MO X X 09/19/03 APPLIED FILMS CORP CO X X 09/22/03 APPLIX INC /MA/ MA X X 09/15/03 ARIAD PHARMACEUTICALS INC DE X X 09/22/03 ATLAS FUTURES FUND LIMITED PARTNERSHI IN X X X 09/19/03 AUDIOVOX CORP DE X X 07/08/03 AMEND AUTOZONE INC NV X X 09/22/03 BAKER HUGHES INC DE X X 09/22/03 BANC OF AMERICA COMMERCIAL MORTGAGE I DE X X 09/22/03 BANC ONE HELOC 1999-1 OH X X 09/22/03 BANC ONE HELOC TRUST 1998-1 OH X X 09/22/03 BARRY R G CORP /OH/ OH X X 09/15/03 BAYVIEW FINANCIAL SECURITIES CO LLC DE X 09/18/03 BESTNET COMMUNICATIONS CORP NV X X 09/17/03 BETHLEHEM STEEL CORP /DE/ DE X 09/22/03 BIG BUCK BREWERY & STEAKHOUSE INC MI X X 09/21/03 BLUE COAT SYSTEMS INC DE X X 09/18/03 BOMBARDIER CREDIT RECEIVABLES CORP SE DE X 05/31/03 BOMBARDIER CREDIT RECEIVABLES CORP SE DE X 06/30/03 BOMBARDIER CREDIT RECEIVABLES CORP SE DE X 07/31/03 BRT REALTY TRUST MA X 09/22/03 BSRT LIQUIDATING TRUST MA X X 09/18/03 BUCKLE INC NE X 09/22/03 BUTLER NATIONAL CORP DE X X 09/22/03 CANDIES INC DE X 09/15/03 CANTERBURY CONSULTING GROUP INC PA X 09/22/03 CAPITAL PROPERTIES INC /RI/ RI X X 09/19/03 CAPITOL REVOLVING HOME EQUITY LOAN TR MD X 09/22/03 CARMAX INC VA X 09/22/03 CHART INDUSTRIES INC DE X 09/04/03 AMEND CHESAPEAKE ENERGY CORP OK X 09/19/03 CHIRON CORP DE X X 07/08/03 AMEND CIRMAKER TECHNOLOGY CORP NV X 03/21/03 AMEND CITIGROUP GLOBAL MARKETS HOLDINGS INC NY X 09/22/03 COMMUNITY TRUST BANCORP INC /KY/ KY X 09/22/03 CONSOLIDATED CAPITAL INSTITUTIONAL PR CA X X 09/03/03 CORTEX PHARMACEUTICALS INC/DE/ DE X X 09/22/03 CROSS COUNTRY HEALTHCARE INC DE X X X 09/17/03 CWABS INC DE X X X 09/22/03 DAY INTERNATIONAL GROUP INC DE X X 09/16/03 DEL MONTE FOODS CO DE X X 09/19/03 DENBURY RESOURCES INC DE X X 09/22/03 DEPOMED INC CA X 09/16/03 DEUTSCHE ALT-A SECURITIES INC X X 09/18/03 DIAMETRICS MEDICAL INC MN X X 09/19/03 DOLLAR TREE STORES INC VA X 09/22/03 DOMINION RESOURCES INC /VA/ VA X X 09/22/03 E COM TECHNOLOGIES CORP NV X X 09/08/03 EAGLE FOOD CENTERS INC DE X 09/19/03 EDGAR ONLINE INC DE X X 09/15/03 ELINEAR INC DE X X 09/02/03 AMEND ENERGY WEST INC MT X X 09/22/03 ENXNET INC OK X X 09/19/03 EPIC FINANCIAL CORP NV X X 09/04/03 EPICEDGE INC TX X 09/19/03 EYE CASH NETWORKS INC NV X X 09/22/03 FIRSTFED FINANCIAL CORP DE X 08/31/03 FLEET HOME EQUITY LOAN LLC DE X 09/22/02 FLORIDA EAST COAST INDUSTRIES INC FL X 09/22/03 FRANKLIN RECEIVABLES AUTO TRUST 2003- DE X X 08/31/03 FRANKLIN RECEIVABLES LLC DE X X 08/31/03 GE COMMERCIAL MORT PASS THROUGH CERTS DE X 09/01/03 GEORGIA PACIFIC CORP GA X X 09/22/03 GREAT PLAINS ENERGY INC MO X X 09/22/03 GREENBRIAR CORP NV X X 09/05/03 GRIC COMMUNICATIONS INC CA X X 09/22/03 HANCOCK FABRICS INC DE X X 09/22/03 HAUSER INC DE X X 09/15/03 HEADWAY CORPORATE RESOURCES INC DE X X 09/18/03 HERCULES INC DE X X 08/21/03 IBERIABANK CORP LA X 09/22/03 INFORMATION ARCHITECTS CORP NC X 09/22/03 INFOWAVE SOFTWARE INC X X 07/04/03 INTEGRA LIFESCIENCES HOLDINGS CORP DE X 09/17/03 INTEGRATED SECURITY SYSTEMS INC DE X X 09/05/03 INTERNATIONAL THOROUGHBRED BREEDERS I DE X X 09/22/03 JORDAN INDUSTRIES INC IL X 09/19/03 JUNO LIGHTING INC DE X X X 08/31/03 KENTUCKY ELECTRIC STEEL INC /DE/ DE X X 09/18/03 KERR MCGEE CORP /DE DE X X 09/12/03 LA JOLLA PHARMACEUTICAL CO DE X X 09/22/03 LABORATORY CORP OF AMERICA HOLDINGS DE X 09/19/03 LEVEL 3 COMMUNICATIONS INC DE X X X 09/22/03 LINCOLN INTERNATIONAL CORP KY X 09/22/03 LITTELFUSE INC /DE DE X X 07/07/03 AMEND LMIC INC DE X 07/17/03 AMEND LTV CORP DE X X 09/22/03 MCDATA CORP DE X X 09/19/03 MDSI MOBILE DATA SOLUTIONS INC /CAN/ A1 X 09/22/03 MECHANICAL TECHNOLOGY INC NY X 09/22/03 MEDICAL STAFFING NETWORK HOLDINGS INC DE X 09/22/03 MEMBERWORKS INC DE X X 09/22/03 MERCANTILE BANKSHARES CORP MD X X 09/22/03 MESA OFFSHORE TRUST TX X X X 09/22/03 MESA ROYALTY TRUST/TX TX X X X 09/22/03 MICRON ENVIRO SYSTEMS INC NV X 09/22/03 MOTOROLA INC DE X 09/19/03 NANOGEN INC DE X X 09/17/03 NATURAL RESOURCE PARTNERS LP DE X X X 09/19/03 NCT FUNDING CO LLC DE X X 09/22/03 NEOSE TECHNOLOGIES INC DE X X 09/22/03 NEW FOCUS INC CA X X 09/21/03 NEW PALTZ CAPITAL CORP NV X 09/19/03 NYMAGIC INC NY X 09/18/03 ODYSSEY HEALTHCARE INC DE X X 09/22/03 OMNI ENERGY SERVICES CORP LA X X 09/19/03 PALIGENT INC DE X X 09/15/03 PENN TRAFFIC CO DE X 09/04/03 PHC INC /MA/ MA X X 09/22/03 PHILIP SERVICES CORP/DE DE X X 09/22/03 POINT THERAPEUTICS INC DE X X 09/22/03 PROTALEX INC NM X 09/18/03 QWEST COMMUNICATIONS INTERNATIONAL IN DE X 09/09/03 RECYCLENET CORP UT X 09/11/03 REINSURANCE GROUP OF AMERICA INC MO X 09/22/03 REMINGTON PRODUCTS CO LLC DE X X X 09/15/03 RENAISSANCE MORTGAGE ACCEPTANCE CORP DE X 09/22/03 RESIDENTIAL FUNDING MORTGAGE SECURITI DE X X 09/22/03 SABA SOFTWARE INC DE X X X 09/18/03 SCHLUMBERGER LTD /NV/ P8 X X X 09/22/03 SCOTIA PACIFIC CO LLC DE X 08/20/03 SKILLSOFT PUBLIC LIMITED CO X 09/06/02 AMEND SONIC SOLUTIONS/CA/ CA X X 09/22/03 SOURCE INTERLINK COMPANIES INC MO X 09/12/03 SPIEGEL INC DE X X 08/23/03 STAGE STORES INC NV X X X 09/22/03 STRUCTURED ASSET SEC CORP II COM MORT X 09/01/03 SUMMIT PROPERTIES INC MD X 09/18/03 SUMMIT PROPERTIES PARTNERSHIP L P DE X 09/18/03 SYNOVIS LIFE TECHNOLOGIES INC MN X X 09/22/03 TARGET CORP MN X 09/22/03 TBC CORP DE X X 09/22/03 TEAM INC TX X X 09/22/03 TII NETWORK TECHNOLOGIES INC DE X 06/27/03 TIMKEN CO OH X 09/18/03 AMEND TOPPS CO INC DE X X 07/09/03 AMEND TOROTEL INC MO X X 09/22/03 TOYS R US INC DE X X 09/22/03 U S GOLD CORP CO X X 02/22/03 U S PHYSICAL THERAPY INC /NV NV X X 09/22/03 UNIFI INC NY X X 09/19/03 UNITED STATES STEEL CORP DE X 09/22/03 UNIVERSAL ACCESS GLOBAL HOLDINGS INC DE X 09/22/03 UNIVERSAL MONEY CENTERS INC MO X X 09/15/03 USI HOLDINGS CORP DE X X 09/22/03 VANGUARD HEALTH SYSTEMS INC DE X X 09/22/03 VARIAN SEMICONDUCTOR EQUIPMENT ASSOCI DE X 09/19/03 VHS NETWORK INC/CA FL X X 09/05/03 VIVUS INC CA X X 09/22/03 VOLKSWAGEN AUTO LEASE UNDERWRITTEN FU X X 09/22/03 VOLKSWAGEN DEALER FINANCE LLC DE X X 09/22/03 VOLKSWAGEN PUBLIC AUTO LOAN SECURITIZ X X 09/22/03 WACHOVIA COMMERCIAL MORTGAGE SECURITI NC X 09/01/03 WARNACO GROUP INC /DE/ DE X 09/22/03 WASHINGTON MUTUAL MORTGAGE SECURITIES DE X X 09/22/03 WASHINGTON MUTUAL MORTGAGE SECURITIES DE X X 09/22/03 WFN CREDIT CO LLC DE X 09/15/03 WORLD FINANCIAL NETWORK NATIONAL BANK OH X 09/15/03 WORLDCOM INC GA X X 09/12/03