SEC NEWS DIGEST Issue 2004-13 January 21, 2004 RULES AND RELATED MATTERS INVESTMENT ADVISER CODES OF ETHICS The Commission has issued a release proposing a new rule 204A-1 under the Investment Advisers Act of 1940 (Advisers Act) that would require investment advisers to adopt codes of ethics that would set forth standards of conduct for advisory personnel, safeguard material nonpublic information about client transactions, and address conflicts that arise from personal trading by advisory personnel. In the release, the Commission also proposed related amendments to Advisers Act rule 204- 2, Advisers Act Form ADV, and rule 17j-1 under the Investment Company Act of 1940. The proposals will be issued for a 45-day public comment period prior to being considered for final adoption by the Commission. FOR FURTHER INFORMATION, PLEASE CONTACT: Robert L. Tuleya, Attorney, Office of Investment Adviser Regulation, at 202-942-0719 or IArules@sec.gov, Division of Investment Management, Securities and Exchange Commission, 450 Fifth Street, N.W., Washington, D.C. 20549- 0506. (Rels. IA-2209; IC-26337; File No. S7-04-04) SEC PROPOSES RULE 31 UNDER THE SECURITIES EXCHANGE ACT OF 1934 TO REVISE THE COLLECTION PRACTICES UNDER SECTION 31 OF THE EXCHANGE ACT The Commission is publishing for comment proposed Rules 31 and 31T and Form R31 under the Securities Exchange Act of 1934 (Exchange Act). Proposed Rule 31 would replace existing Rule 31-1 under the Exchange Act in its entirety and create a new procedure for calculating and billing the fees and assessments due from national securities exchanges and national securities associations (collectively, SROs) pursuant to Section 31 of the Exchange Act. Under proposed Rule 31, the SROs would be required to submit proposed Form R31 to the Commission within ten business days after the end of every month. The SROs would be required to report on Form R31 data on all sales of securities that are subject to Section 31 fees and all round turn transactions in security futures that are subject to Section 31 assessments. Based on that data, the Commission would calculate the fees and assessments owed by each SRO and bill the SROs twice per year. Although the duty to submit proposed Form R31 to the Commission would lie with the SROs, proposed Rule 31 would require designated clearing agencies to provide the SROs, upon request, with the data in their possession needed by the SROs to complete proposed Form R31. Proposed temporary Rule 31T would require the SROs to provide the Commission with Form R31 submissions for every month from September 2003 until the month that proposed Rule 31 becomes effective. This data would allow the Commission, using the new procedure, to calculate all Section 31 fees and assessments due for all of fiscal year 2004. There will be a 30-day comment period following publication in the Federal Register. FOR FURTHER INFORMATION CONTACT: Michael Gaw (202- 942-0158) or Christopher Solgan (202-942-7937), Division of Market Regulation, Commission. (Rel. 34-49104; File No. S7-05-04) ENFORCEMENT PROCEEDINGS SEC INSTITUTES ENFORCEMENT ACTION AGAINST GRANT THORNTON, DOEREN MAYHEW AND OTHERS IN CONNECTION WITH FINANCIAL AND OFFERING FRAUD BY MICHIGAN MORTGAGE BANKING COMPANY On January 20, the Commission instituted public administrative proceedings pursuant to Commission Rule 102(e) and cease-and-desist proceedings against Grant Thornton LLP, Doeren Mayhew & Co. P.C., Peter M. Behrens, Marvin J. Morris and Benedict P. Rybicki for misconduct in connection with their audit of MCA Financial Corporation's financial statements for the fiscal year ended Jan. 31, 1998. At the time, MCA was a mortgage banking company based in Southfield, Michigan. Grant Thornton is a national accounting firm headquartered in Chicago, Illinois. Doeren Mayhew is an accounting firm based in Troy, Michigan. Grant Thornton and Doeren Mayhew jointly audited MCA's 1998 annual financial statements. Behrens, a 46-year-old resident of Troy, Michigan, is a partner in the Detroit office of Grant Thornton. Morris, a 60-year-old resident of Grosse Pointe Park, Michigan, and Rybicki, a 40-year-old resident of Grosse Pointe Park, Michigan, are directors of Doeren Mayhew. In the Order Instituting Proceedings the Commission's Division of Enforcement alleges that in connection with the 1998 MCA audit, the respondents caused and aided and abetted MCA's violations of the antifraud and reporting provisions of the federal securities laws, violated or caused and aided and abetted violations of Section 10A of the Exchange Act and engaged in improper professional conduct. Specifically, the Division alleges: * MCA violated the antifraud and reporting provisions of the federal securities laws by filing materially false and misleading 1998 annual financial statements with the Commission and using those financial statements in connection with a public offering of debentures. * MCA's 1998 annual financial statements were materially false and misleading because MCA utilized related party transactions to inflate and mischaracterize its income, assets and equity. * Behrens and Morris were the engagement partners for the 1998 MCA audit. Rybicki was the engagement manager for that audit. * during the audit, the respondents knew that MCA failed to disclose several million dollars of material, related party transactions in its 1998 annual financial statements. * despite this knowledge, Grant Thornton and Doeren Mayhew jointly issued a report containing an unqualified opinion on MCA's 1998 annual financial statements and consented to the inclusion of their report in MCA's debenture offering materials. * the respondents failed to inform MCA's Board of Directors that MCA's 1998 annual financial statements did not disclose millions of dollars of material, related party transactions. * the respondents did not adequately plan the 1998 MCA audit, did not act with sufficient skepticism in conducting the audit, and did not obtain enough evidence to support their conclusions and, thus, engaged in improper professional conduct. A hearing will be scheduled before an administrative law judge to determine whether the Division's allegations are true, to provide the respondents an opportunity to dispute the allegations, and to determine what remedial sanctions are appropriate under the circumstances of this case. Previously, the Commission in April 2002 filed a complaint in the U.S. District Court for the Eastern District of Michigan against seven former executives of MCA. The defendants are Patrick Quinlan, MCA's former CEO and Chairman of the Board of Directors, Lee Wells, MCA's former President and Chief Operating Officer and member of the Board of Directors, Keith Pietila, MCA's former Chief Financial Officer and Chief Operating Officer, Alexander Ajemian, MCA's former Controller and Treasurer, John O'Leary, MCA's former Senior Vice President of Corporate Finance, Cheryl Swain, MCA's former Vice President of Marketing Syndication and Kevin Lasky, MCA's former Vice President of Portfolio Management. The complaint alleges that MCA sold two different types of securities and engaged in a fraudulent scheme with regard to both. First, the complaint alleges that MCA sold $71 million of securitized interests in pools of mortgage loans from 1994 through 1999 while knowingly misrepresenting the risk, rate of return and historical performance of the interests in the offering materials. The complaint alleges that, as a result, investors lost at least $49 million. Second, the complaint alleges that MCA engaged in the fraudulent sale of $19 million in debentures between 1994 and 1999 by including financial statements that materially inflated its assets, income and equity in registration statements and annual and quarterly reports filed with the Commission. The complaint further alleges that MCA materially inflated its assets, income and equity by improperly: (1) recognizing gains on sale of real estate to related parties; (2) valuing certain mortgages held for resale; (3) failing to disclose related party mortgages held for resale; (4) failing to write down uncollectible related party receivables; and (5) failing to disclose MCA's potential liability in connection with the fraudulent sale of the securitized interests in pools of mortgage loans. The complaint alleges that as a result, investors in the debentures lost all $19 million invested. The complaint alleges that all seven defendants violated, or aided and abetted violations of, the antifraud provisions of the federal securities laws as a result of their conduct in connection with MCA's fraudulent sale of securities. In addition, the complaint alleges that Quinlan, Wells, Pietila, Ajemian and O'Leary violated, or aided and abetted violations of, the periodic reporting and corporate record- keeping provisions of the federal securities laws. The complaint seeks, among other things, injunctive relief and civil penalties against all seven defendants. In addition, the complaint seeks to bar Quinlan, Wells, Pietila and Ajemian from acting as an officer and director of a public company in the future. Also, Wells, Pietila, Ajemian, Swain and Lasky have pled guilty to federal criminal charges arising out of MCA's fraudulent scheme. Pietila has been sentenced to 48 months in prison and ordered to pay $256 million in restitution. Ajemian was sentenced to 37 months in prison and ordered to pay $256 million in restitution. Lasky was sentenced to 24 months in prison and ordered to pay $128 million in restitution. Wells and Swain have not been sentenced yet. Quinlan and O'Leary were indicted on federal criminal charges of conspiracy, mail fraud, wire fraud, bank fraud and making false statements to the Commission arising out of MCA's fraudulent scheme on June 23, 2002. The criminal trial of Quinlan and O'Leary is scheduled to begin in April 2004. Finally, the Michigan Attorney General's Office has filed state felony securities fraud charges against Pietila and three other defendants. [SEC v. Quinlan, Wells, Pietila, Ajemian, O'Leary, Swain and Lasky, Case No. 02-60082, USDC, E.D. Mich., Judge Battani; [US v. Quinlan, Wells, Pietila, Ajemian, O'Leary, Swain and Lasky, Case No. 01-80514, E.D. Mich., Judge Feikens] (Rels. 33-8355; 34- 49101; AAE Rel. 1945; File No. 3-11377; Press Rel. 2004-9) IN THE MATTER OF STYLING TECHNOLOGY CORPORATION On January 20, the Commission issued an Order Instituting Public Proceedings and Notice of Hearing Pursuant to Section 12(j) of the Securities Exchange Act of 1934 against Styling Technology Corporation, a company formerly headquartered in Scottsdale, Arizona. In the Order, the Division of Enforcement alleges that Styling failed to comply with Section 13(a) of the Securities Exchange Act of 1934 and Rules 13a-1 and 13a-13 promulgated thereunder by failing to file annual reports with the Commission for fiscal years 2000 through 2003 and quarterly reports since the second quarter of 1999. A hearing will be held before an administrative law judge to determine whether it is necessary and appropriate for the protection of investors to suspend or revoke the registration of Styling's securities. The administrative law judge will issue an initial decision on this matter within 120 days. For additional information see LR-18485 (Dec. 3, 2003). (Rel. 34-49102; File No. 3-11378) FORMER HIGH-RANKING ATTORNEY AT CAMBRIDGE BIOTECH COMPANY SENTENCED TO YEAR AND A DAY IN PRISON IN INSIDER TRADING CASE The Commission announced today that, on January 12, a federal judge sentenced attorney Andrew S. Marks, of Wayland, Massachusetts, to a year and a day in prison in connection with insider trading charges brought by the U.S. Attorney for the District of Massachusetts. On Oct. 3, 2003, Marks, formerly the highest-ranking attorney at Vertex Pharmaceuticals, Inc., a Cambridge-based biotechnology company, pled guilty to a one-count information filed by the U.S. Attorney for the District of Massachusetts charging him with unlawful insider trading in connection with his September 2001 sale of Vertex stock. The criminal information alleged that, on Sept. 20, 2001, Marks learned that Vertex planned to announce the suspension of clinical trials of one of its promising drugs on September 24. According to the information, on September 21, Marks liquidated all of his Vertex stock despite having previously acknowledged in writing that the impending release would not be viewed favorably by Wall Street and that he should not sell his Vertex shares. According to the criminal information, at the time he traded, Marks was the designated attorney for employees to contact regarding compliance with Vertex's employee securities trading policy. In that capacity, the information alleged, Marks wrote Vertex's CEO an email on September 20, advising him to make sure that an employee who had requested permission to trade had no knowledge of the impending press release. According to the information, Marks' email went on to say: . . . . I guess I am troubled about any employee trading prior to that release because it is likely to have an effect on the stock (looks like I can't sell any shares) and, depending on the degree of that effect, could create the perception of insider trading. . . . The criminal information alleged that, on September 21, less than 24 hours after writing this email to the CEO, Marks sold 20,900 shares of Vertex at an average price of $22.81 per share, receiving $476,765. According to the information, Marks traded in breach of a fiduciary duty not to trade in Vertex's stock while in possession of material, nonpublic information regarding Vertex. As a result of the conduct described in the information, the U.S. Attorney charged Marks with criminal violations of the antifraud provisions of federal securities laws, Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b- 5 thereunder. Marks was also sentenced to two years of supervised release following his incarceration, and to pay a $3,000 fine. On Dec. 3, 2002, the Commission filed a complaint against Marks in connection with the same conduct in Massachusetts federal court. The Commission's complaint alleged that Marks violated Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5 thereunder, and Section 17(a) of the Securities Act of 1933. In that action, which is still pending, the Commission seeks injunctive relief, disgorgement plus prejudgment interest, and civil penalties, and further seeks an order barring Marks from acting as an officer or director of any publicly- traded company. [U.S. v. Andrew S. Marks, USDC for the District of Massachusetts, No. 03-10297 (DPW)] (LR-18548) SELF-REGULATORY ORGANIZATIONS DESIGNATION OF LONGER PERIOD FOR COMMISSION ACTION ON A PROPOSED RULE CHANGE The Commission has designated a longer period for Commission action under Section 19(b)(2) of the Securities Exchange Act of 1934 on a proposed rule change (SR-PHLX-2003-75) filed by the Philadelphia Stock Exchange relating to an amendment to PHLX Rule 1064. Publication of the designation of longer period for Commission Action is expected in the Federal Register during the week of January 19. (Rel. 34-49050) IMMEDIATE EFFECTIVENESS OF PROPOSED RULE CHANGES A proposed rule change (SR-NASD-2003-181) filed by the National Association of Securities Dealers to amend NASD Rule 4613A(c) to clarify that NASD may suspend quotations in NASD's Alternative Display Facility displayed by an Electronic Communication Network that are no longer reasonably related to the prevailing market has become immediately 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 January 19. (Rel. 34-49075) A proposed rule change filed by NQLX LLC (SR-NQLX-2004-01) relating to time-stamping orders for block trades and exchange for physical trades 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 January 19. (Rel. 34-49090) A proposed rule change (SR-NASD-2003-195) filed by the National Association of Securities Dealers, through its subsidiary, the Nasdaq Stock Market, Inc., modifying fees for NASD members using Financial Information Exchange (FIX) protocol to connect to Nasdaq, has become immediately 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 January 19. (Rel. 34-49092) PROPOSED RULE CHANGES A proposed rule change (SR-CBOE-2003-58) filed by the Chicago Board Options Exchange relating to its summary fine schedule for position limit violations has been filed under Section 19(b)(1) of the Securities Exchange Act of 1934. Publication of the proposal is expected in the Federal Register during the week of January 19. (Rel. 34-49078) A proposed rule change (SR-SCCP-2001-09) has been filed by the Stock Clearing Corporation of Philadelphia to require SCCP specialists and alternate specialists to comply with certain procedures when engaging in short settlement transactions. Publication of the proposal is expected in the Federal Register during the week of January 19. (Rel. 34-49079) The Depository Trust Co. filed a proposed rule change (SR-DTC-2003-09) that would authorize DTC to establish a new service that would allow DTC to destroy certain securities certificates representing positions in securities for which transfer agents are no longer available. Publication of the proposal is expected in the Federal Register during the week of January 19. (Rel. 34-49080) The National Association of Securities Dealers filed a proposed rule change (SR-NASD-2004-05) to amend NASD Rule 2370 to exempt certain types of permissible lending arrangements from the rule's notice and approval requirements and also to indicate that the scope of the rule is limited to lending arrangements between registered persons and their customers, rather than any customer of the firm. Publication of the proposal is expected in the Federal Register during the week of January 19. (Rel. 34-49081) A proposed rule change (SR-NASD-2003-196) has been filed by the National Association of Securities Dealers, through its subsidiary, the Nasdaq Stock Market, Inc., modifying fees for persons that are not NASD members using the Financial Information Exchange (FIX) protocol to connect to Nasdaq. Publication of the proposal is expected in the Federal Register during the week of January 19. (Rel. 34-49091) The New York Stock Exchange filed a proposed rule change (SR-NYSE-99-12) to Amend Exchange Rule 350 (Compensation or Gratuities to Employees of Others). Publication of the proposal is expected in the Federal Register during the week of January 19. (Rel. 34-49093) A proposed rule change (SR-NSCC-2003-05) has been filed by National Securities Clearing Corporation to allow NSCC to eliminate hard copies of notices. Publication of the proposal is expected in the Federal Register during the week of January 19. (Rel. 34-49094) APPROVAL OF PROPOSED RULE CHANGES The Commission approved a proposed rule change and Amendment Nos. 1, 2, 3, and 4 thereto submitted by the National Association of Securities Dealers to establish a "Discretionary" order in Nasdaq's SuperMontage System (SR-NASD-2003-165). (Rel. 34-49085) The Commission approved an amended proposal by the National Association of Securities Dealers (SR-NASD-2003-157) pursuant to Section 19(b)(2) of the Securities Exchange Act of 1934 (Act), to amend NASD Rule 7010(k) relating to fees for the Trade Reporting and Compliance Engine (TRACE) prior to the expiration of the pilot program for fees on January 31, 2004 and to seek permanent approval of the fee structure. The Commission also granted accelerated approval to Amendment No. 2 to that proposal pursuant to Section 19(b)(2) of the Act. Publication of the proposal is expected in the Federal Register during the week of January 19. (Rel. 34-49086) The Commission approved a proposed rule change (SR-Amex-2002-116) and Amendment Nos. 1, 2, 3, and 4 thereto, and issued notice and granted accelerated approval of Amendment No. 5 thereto pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 relating to specialist stabilization requirements for Portfolio Depository Receipts, Index Fund Shares, and Trust Issued Receipts. Publication of the proposal is expected in the Federal Register during the week of January 19. (Rel. 34-49087) The Commission approved a proposed rule change (SR-NASD-2003-162), and Amendment No. 1 thereto, submitted by the National Association of Securities Dealers, through its subsidiary, The Nasdaq Stock Market, Inc., to rename the Nasdaq Prime data feed as the Nasdaq TotalView Data Feed, to expand it to include quotes and orders at all price levels associated with an individual issue traded on Nasdaq, and to discontinue the Nasdaq Aggregated Depth at Price data feed. Publication of the proposal is expected in the Federal Register during the week of January 19. (Rel. 34-49088) ACCELERATED APPROVAL OF PROPOSED RULE CHANGE A proposed rule change filed on by the Chicago Stock Exchange to adopt an Anti-Money Laundering Compliance Program (SR-CHX-2004-05) has been given accelerated approval under Section 19(b)(2) of the Securities Exchange Act of 1934. Publication of the proposal is expected in the Federal Register during the week of January 19. (Rel. 34-49097) 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-8 VERITAS DGC INC, 10300 TOWN PARK DR, HOUSTON, TX, 77072, 7135128300 - 1,000,000 ($12,510,000.00) Equity, (File 333-111997 - Jan. 20) (BR. 04) S-8 NMP INC, 825 BATTERY STREET, FRANCISCO, CA, 94111, 4157330500 - 10,808,176 ($97,165,502.24) Equity, (File 333-111998 - Jan. 20) (BR. 05) S-3 STEEL TECHNOLOGIES INC, 15415 SHELBYVILLE RD, LOUISVILLE, KY, 40253, 5022452110 - 3,105,000 ($56,231,550.00) Equity, (File 333-111999 - Jan. 20) (BR. 06) S-8 VICTOR INDUSTRIES INC, 4810 NORTH WORNATH ROAD, MISSOULA, MT, 59804, 4062518501 - 22,000,000 ($88,000.00) Equity, (File 333-112000 - Jan. 20) (BR. 04) S-8 GFY FOODS INC, 601 DEERFIELD PARKWAY, ., BUFFALO GROVE, IL, 60089, 8473537554 - 750,000,000 ($18,750,000.00) Equity, (File 333-112001 - Jan. 20) (BR. 04) S-1 CAPITALSOURCE INC, 20,000,000 ($387,500,000.00) Equity, (File 333-112002 - Jan. 20) (BR. 07) S-8 HEALTHCARE TECHNOLOGIES LTD, KIRYAT MINRAV, 3 HABOSEM ST, ASHDOD ISRAEL, L3, 77010, 212-308-1820 - 10,000 ($35,000.00) Other, (File 333-112003 - Jan. 20) (BR. 01) S-8 LEVCOR INTERNATIONAL INC, 2032647428 - 200,000 ($770,000.00) Equity, (File 333-112004 - Jan. 20) (BR. 02) S-8 LEVCOR INTERNATIONAL INC, 2032647428 - 550,000 ($2,117,500.00) Equity, (File 333-112005 - Jan. 20) (BR. 02) S-3 NABI BIOPHARMACEUTICALS, 5800 PARK OF COMMERCE BLVD N W, STE 322, BOCA RATON, FL, 33487, 5619895800 - 0 ($6,520,000.00) Equity, (File 333-112006 - Jan. 20) (BR. 01) S-3 DOCUMENT SECURITY SYSTEMS INC, 36 WEST MAIN ST, SUITE 710, ROCHESTER, NY, 14614, 585 232 1500 - 2,600,000 ($12,500,000.00) Other, (File 333-112007 - Jan. 20) (BR. 03) S-8 ACTUANT CORP, 6101 N. BAKER RD., MILWAUKEE, WI, 53209, 4143524160 - 100,000 ($3,767,000.00) Equity, (File 333-112008 - Jan. 20) (BR. 06) S-1 GENWORTH FINANCIAL INC, 0 ($500,000,000.00) Other, (File 333-112009 - Jan. 20) (BR. 01) S-8 MASTEC INC, 800 DOUGLAS ROAD, 12TH FLOOR, CORAL GABLES, FL, 33134, 3055991800 - 500,000 ($7,235,000.00) Equity, (File 333-112010 - Jan. 20) (BR. 06) S-8 ELECTRONICS FOR IMAGING INC, 303 VELOCITY WAY, FOSTER CITY, CA, 94404, 6503573500 - 173,173 ($4,695,586.00) Equity, (File 333-112011 - Jan. 20) (BR. 03) S-3 IONICS INC, 65 GROVE ST, WATERTOWN, MA, 02172, 6179262500 - 4,905,660 ($147,905,649.00) Equity, (File 333-112012 - Jan. 20) (BR. 36) S-8 NEOFORMA INC, 3061 ZANKER ROAD, SAN JOSE, CA, 95134, 4086545700 - 563,048 ($6,286,431.00) Other, (File 333-112013 - Jan. 20) (BR. 08) S-4 RESOLUTION PERFORMANCE PRODUCTS LLC, 1600 SMITH STREET SUITE 2418, HOUSTON, TX, 77002, 8889492502 - 0 ($140,000,000.00) Non-Convertible Debt, (File 333-112016 - Jan. 20) (BR. 06) S-3 WAVE SYSTEMS CORP, 480 PLEASANT ST, LEE, MA, 01238, 4132431600 - 0 ($8,266,304.00) Equity, (File 333-112017 - Jan. 20) (BR. 03) S-3 LIVEPERSON INC, 2126094200 - 500,000 ($2,635,000.00) Equity, (File 333-112018 - Jan. 20) (BR. 08) S-3 LIVEPERSON INC, 2126094200 - 4,000,000 ($21,080,000.00) Equity, (File 333-112019 - Jan. 20) (BR. 08) SB-2 THOROUGHBREDS INC, 400,000 ($400,000.00) Debt Convertible into Equity, (File 333-112020 - Jan. 20) (BR. ) S-8 CGI GROUP INC, 1130 SHERBROOKE ST WEST, 5TH FL, MONTREAL QUEBEC CANA, E6, 00000, 5148413200 - 0 ($57,641,916.00) Equity, (File 333-112021 - Jan. 20) (BR. 08) S-8 F5 NETWORKS INC, 401 ELLIOT AVE WEST, STE 500, SEATTLE, WA, 98119, 2062725555 - 225,000 ($5,330,250.00) Equity, (File 333-112022 - Jan. 20) (BR. 03) S-3 MOBILITY ELECTRONICS INC, 7955 E REDFIELD RD, SCOTTSDALE, AZ, 85260, 4805960061 - 160,000 ($1,305,600.00) Equity, (File 333-112023 - Jan. 20) (BR. 03) S-3 GLOBECOMM SYSTEMS INC, 45 OSER AVENUE, HAUPPAUGE, NY, 11788, 5162319800 - 0 ($11,737,500.00) Equity, (File 333-112024 - Jan. 20) (BR. 37) S-8 POLYCOM INC, 4750 WILLOW ROAD, PLEASANTON, CA, 94588-2708, 9259246000 - 1,354,099 ($27,081,980.00) Equity, (File 333-112025 - Jan. 20) (BR. 37) SB-2 INTEGRITY BANCSHARES INC, 11130 STATE BRIDGE ROAD, SUITE 0-203, ALPHARETTA, GA, 30022, 7707770324 - 1,500,000 ($20,250,000.00) Equity, (File 333-112026 - Jan. 20) (BR. 07) S-3 PLAINS EXPLORATION & PRODUCTION CO, 700 MILAM STREET, SUITE 3100, HOUSTON, TX, 77002, 8322396000 - 0 ($300,000,000.00) Unallocated (Universal) Shelf, (File 333-112027 - Jan. 20) (BR. 04) S-11 HOLMES FINANCING NO 8 PLC, 0 ($3,612,200,000.00) Mortgage Backed Securities, (File 333-112028 - Jan. 20) (BR. ) S-8 POWER 3 MEDICAL PRODUCTS INC, 8374 MARKET STREET, SUITE 439, BRADENTON, FL, 34202, 9413603039 - 6,000,000 ($1,980,000.00) Equity, (File 333-112029 - Jan. 20) (BR. 01) S-3 PARADYNE NETWORKS INC, 8545 126TH AVE N, PO BOX 2826, LARGO, FL, 33773, 7275302000 - 10,982,870 ($48,050,056.25) Equity, (File 333-112030 - Jan. 20) (BR. 36) S-1 VON HOFFMANN HOLDINGS INC, 1000 CAMERA AVENUE, ST LOUIS, MO, 63126, 3149660909 - 0 ($60,000,000.00) Other, (File 333-112031 - Jan. 20) (BR. 05) 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 ------------------------------------------------------------------------------------------------ 1ST CONSTITUTION BANCORP NJ X 01/20/04 3M CO DE X 01/20/03 ADVANCED MAGNETICS INC DE X 01/16/04 ADVANCED MICRO DEVICES INC DE X 01/20/04 ADVANTA BUSINESS RECEIVABLES CORP X 01/20/04 AETHER SYSTEMS INC DE X X 01/19/04 AFFILIATED COMPUTER SERVICES INC DE X X 01/20/04 AGWAY INC DE X X 01/19/04 ALLMERICA FINANCIAL CORP DE X 01/20/04 AMCOL INTERNATIONAL CORP DE X X 01/20/04 AMERICAN RIVER HOLDINGS CA X X 01/20/04 AMERICAN TOWER CORP /MA/ DE X X 01/20/04 AMERISOURCEBERGEN CORP DE X X 01/20/04 AMERITRADE HOLDING CORP DE X X 01/20/04 ANDERSEN GROUP INC DE X X 01/20/04 APPLIED MICRO CIRCUITS CORP DE X X 01/20/04 ARENA PHARMACEUTICALS INC DE X X 01/20/04 ARROW ELECTRONICS INC NY X X 12/18/03 ASBURY AUTOMOTIVE GROUP INC DE X 01/20/04 ASIAINFO HOLDINGS INC DE X 01/20/04 AUGUST FINANCIAL HOLDING CO INC NV X X 12/22/03 AXONYX INC NV X X 01/15/04 AZUREL LTD X 11/17/03 BANC OF AMERICA MORTGAGE SEC INC ALTE DE X X 03/25/03 BANC ONE HELOC 1999-1 OH X X 01/20/04 BANC ONE HELOC TRUST 1998-1 OH X X 01/20/04 BANK ONE AUTO SECURITIZATION TRUST 20 DE X X 01/20/04 BANK ONE CORP DE X X X 12/31/03 BANK ONE CORP DE X X 01/20/04 BANKNORTH GROUP INC/ME ME X X 01/20/04 BANNER HOLDING CORP FL X 11/03/03 AMEND BJ SERVICES CO DE X X 01/20/04 BLACK BOX CORP DE X 01/20/04 BLUE MARTINI SOFTWARE INC X X X 01/20/04 BORLAND SOFTWARE CORP DE X 01/13/04 BRIDGE BANCORP INC NY X 01/20/04 BTU INTERNATIONAL INC DE X X 01/20/04 CALAIS RESOURCES INC X X X 01/19/04 CALPINE CORP DE X 01/16/04 CAPITALSOURCE INC DE X 01/20/04 CARMIKE CINEMAS INC DE X X 01/15/04 CARRIER ACCESS CORP DE X X 01/20/04 CEF EQUIPMENT HOLDING LLC DE X X 01/20/04 CELADON GROUP INC DE X X 01/14/04 CENTENNIAL COMMUNICATIONS CORP /DE DE X X 01/19/04 CENTEX CONSTRUCTION PRODUCTS INC DE X X 01/19/04 CENTURY BANCORP INC MA X X 01/20/04 CHAMPPS ENTERTAINMENT INC DE X 01/20/04 CHARTER COMMUNICATIONS INC /MO/ DE X 01/20/04 CHARTER ONE FINANCIAL INC DE X 01/20/04 CHARTER ONE FINANCIAL INC DE X 01/20/04 CHECKFREE CORP \GA\ DE X X 01/20/04 CHEMICAL FINANCIAL CORP MI X X 01/20/04 CHORDIANT SOFTWARE INC DE X 01/20/04 CIPRICO INC DE X X 01/20/04 CIROND CORP NV X X 12/03/03 CIT HOME EQUITY LOAN TRUST 2003-1 DE X X 12/31/03 CITIGROUP GLOBAL MARKETS HOLDINGS INC NY X 12/31/03 CITIGROUP INC DE X X 01/20/04 CLEVELAND CLIFFS INC OH X 01/20/04 COASTAL BANCORP INC TX X 01/16/04 COMMERCIAL MORTGAGE PASS-THROUGH CERT DE X 01/01/04 COMPASS BANCSHARES INC DE X X 01/20/04 CONCORD COMMUNICATIONS INC MA X X 01/20/04 CONSOLIDATED WATER CO LTD E6 X X 01/05/04 CONTINENTAL AIRLINES INC /DE/ DE X X X 01/20/04 CORUS BANKSHARES INC MN X X 01/20/04 CRAFTMADE INTERNATIONAL INC DE X X 01/20/04 CREDIT SUISSE FIRST BOSTON MORTGAGE S DE X 01/20/04 CRESCENT FINANCIAL CORP NC X X X 01/16/04 CRESCENT OPERATING INC DE X X 01/14/04 CROSS TIMBERS ROYALTY TRUST TX X 01/20/04 CSK AUTO CORP DE X X X 01/19/04 CUBIST PHARMACEUTICALS INC DE X X 01/16/04 CUISINE SOLUTIONS INC DE X X 01/20/04 CWMBS INC DE X X 10/27/03 CWMBS INC DE X X 10/28/03 CWMBS INC DE X X 10/30/03 CWMBS INC DE X X 09/30/03 CWMBS INC DE X X 09/30/03 CWMBS INC DE X X 10/28/03 CWMBS INC DE X X 09/30/03 CWMBS INC DE X X 12/22/03 CWMBS INC DE X X 11/25/03 CYTRX CORP DE X X 01/16/04 DAN RIVER INC /GA/ GA X X 01/16/04 DAVE & BUSTERS INC MO X 01/06/04 DEERE JOHN RECEIVABLES INC DE X X 01/14/04 DELPHI CORP DE X 01/20/04 DELTA MUTUAL INC X 01/20/04 DELTA MUTUAL INC X 01/20/04 DELTA WOODSIDE INDUSTRIES INC /SC/ SC X X X 01/20/04 DEVELOPERS DIVERSIFIED REALTY CORP OH X 01/20/04 DIALYSIS CORP OF AMERICA FL X X 01/13/04 DIAMOND OFFSHORE DRILLING INC DE X X 01/20/04 DIAMONDHEAD CASINO CORP DE X 01/15/04 DIRECT WIRELESS COMMUNICATIONS INC TX X 01/02/04 DOMINION HOMES INC OH X X X 01/15/04 DONALDSON CO INC DE X X 01/19/04 DT INDUSTRIES INC DE X X 01/20/04 EAST COAST AIRLINES INC X X X X X 01/16/04 EASTERN VIRGINIA BANKSHARES INC VA X 01/16/04 EDGE PETROLEUM CORP DE X X 01/20/04 EFC BANCORP INC DE X X 01/16/04 ELECTRA CAPITAL INC /NV NV X X 11/17/03 AMEND ENERGY EAST CORP NY X X 01/20/04 ENETPC INC MN X X 01/20/04 ENTERGY CORP /DE/ DE X X X 01/20/04 ENTRUST INC MD X X 10/29/03 AMEND ENVIRONMENTAL POWER CORP DE X X 01/20/04 EQUIDYNE CORP DE X X 01/06/04 EQUITABLE RESOURCES INC /PA/ PA X 01/20/04 AMEND EQUITY INNS INC TN X X 01/20/04 ETHAN ALLEN INTERIORS INC DE X X 01/20/04 EXPRESSJET HOLDINGS INC DE X 12/31/03 EXPRESSJET HOLDINGS INC DE X 01/20/04 EZCORP INC DE X X 01/19/04 FARMERS & MERCHANTS BANCORP INC OH X X 01/20/04 FARMERS CAPITAL BANK CORP KY X 01/16/04 FIRST FINANCIAL HOLDINGS INC /DE/ DE X 01/16/03 FIRST PLACE FINANCIAL CORP /DE/ DE X X X 01/20/04 FIRST SENTINEL BANCORP INC DE X X 01/20/04 FIRST SOUTH BANCORP INC /VA/ VA X X 01/15/04 AMEND FIRST STATE BANCORPORATION NM X X 01/20/04 FIRST WILKOW VENTURE IL X X 10/01/03 FIRSTENERGY CORP OH X X 01/20/04 FISHER SCIENTIFIC INTERNATIONAL INC DE X X 01/20/04 FOREST LABORATORIES INC DE X 12/31/03 FORMFACTOR INC X X 01/20/04 FRANKFORT FIRST BANCORP INC DE X X 01/20/04 FREEPORT MCMORAN COPPER & GOLD INC DE X 01/20/04 FTD INC DE X X X 01/20/04 FULTON FINANCIAL CORP PA X X 01/20/04 GALAXY ENERGY CORP CO X X 01/14/04 AMEND GENERAL MOTORS ACCEPTANCE CORP DE X 01/20/04 GENERAL MOTORS CORP DE X 01/20/04 GENERAL MOTORS CORP DE X 01/20/04 GLIMCHER REALTY TRUST MD X X 01/05/04 GLOBAL BUSINESS RESOURCES INC DE X X X X 01/05/04 GLOBAL MEDICAL PRODUCTS HOLDINGS INC NV X 01/15/04 GOLDEN EAGLE INTERNATIONAL INC CO X X 01/15/04 GOODRICH CORP NY X 01/19/04 GRAND TOYS INTERNATIONAL INC NV X 01/20/04 GREAT SOUTHERN BANCORP INC DE X X 01/13/04 GREENPOINT MORTGAGE SECURITIES LLC DE X 01/20/04 GREENWICH CAPITAL COMM MORT PASS THR X X 12/23/03 AMEND GT DATA CORP NV X X 01/12/04 GXS CORP DE X X 01/14/04 HA2003 INC IL X X 12/23/03 HARRIS CORP /DE/ DE X 01/20/04 HARTCOURT COMPANIES INC UT X 12/04/03 HEALTHSOUTH CORP DE X X 01/16/04 HEALTHSOUTH CORP DE X 01/20/04 HEI INC MN X X 01/20/04 HELEN OF TROY LTD X X 01/13/04 HENRY JACK & ASSOCIATES INC DE X X 01/19/04 HERITAGE OAKS BANCORP CA X X 01/20/04 HOLLINGER INTERNATIONAL INC DE X X 01/16/04 HONEYWELL INTERNATIONAL INC DE X 01/19/04 HUBBELL INC CT X 01/20/04 HUGOTON ROYALTY TRUST TX X 01/20/04 HUTCHINSON TECHNOLOGY INC MN X X 01/20/04 IASIS HEALTHCARE CORP DE X X 01/20/04 ICO INC TX X X 01/14/04 IGAMES ENTERTAINMENT INC NV X X X 01/02/04 IMC GLOBAL INC DE X X 01/14/04 INDEPENDENCE COMMUNITY BANK CORP DE X X 01/20/04 INDIAN RIVER BANKING COMPANY FL X X X 01/20/04 INNOVEX INC MN X X 01/19/04 INTERNATIONAL GAME TECHNOLOGY NV X X 01/16/04 INTERNATIONAL TRAVEL CD S INC CO X 01/15/04 INTERSTATE GENERAL CO L P DE X 01/20/04 INTERVEST BANCSHARES CORP DE X 01/20/04 INTRUSION INC DE X X 01/16/04 ITRON INC /WA/ WA X X 01/20/04 J NET ENTERPRISES INC NV X 01/16/04 J P MORGAN ACCEPTANCE CORP I DE X X 01/16/04 JAG MEDIA HOLDINGS INC NV X X 01/16/04 JDA SOFTWARE GROUP INC DE X X 01/20/04 JEFFERIES GROUP INC /DE/ DE X 01/20/04 JOHNSON & JOHNSON NJ X X 01/20/04 JPM CAPITAL TRUST I CERTIFICATES SERI DE X 01/15/04 K TRONIK INTERNATIONAL CORP X 01/19/04 KANSAS CITY SOUTHERN DE X X 01/20/04 KOMAG INC /DE/ DE X X 01/20/04 KRUPP INSURED MORTGAGE LIMITED PARTNE MA X 12/30/03 LABONE INC/ MO X 01/05/04 LANNETT CO INC DE X X 01/20/04 LEE ENTERPRISES INC DE X 01/20/04 LEHMAN BROTHERS HOLDINGS INC DE X 01/20/04 LIBERTY GROUP PUBLISHING INC DE X X 01/16/04 LIVEPERSON INC DE X X 01/20/04 LTV CORP DE X X 01/20/04 LYDALL INC /DE/ DE X X 01/19/04 MACATAWA BANK CORP MI X X 01/19/04 MAKE YOUR MOVE INC NV X 01/20/04 MALAN REALTY INVESTORS INC MI X X 01/15/04 MANPOWER INC /WI/ WI X X 01/16/04 MARCONI CORP PLC X0 X 01/16/04 MARINE PRODUCTS CORP DE X X 01/20/04 MARTIN MIDSTREAM PARTNERS LP DE X X 01/19/04 MCDONALDS CORP DE X 01/15/04 MCKENZIE BAY INTERNATIONAL LTD X 01/20/04 MERRILL LYNCH & CO INC DE X 01/20/04 MERRILL MERCHANTS BANCSHARES INC ME X X 01/16/04 MESA OFFSHORE TRUST TX X X X 01/20/04 MESA ROYALTY TRUST/TX TX X X X 01/20/04 METAL MANAGEMENT INC DE X X 01/19/04 METROCALL HOLDINGS INC DE X X 11/18/03 AMEND MGP INGREDIENTS INC KS X X 01/20/04 MICROPAC INDUSTRIES INC DE X 01/20/04 MICROTUNE INC DE X 01/19/04 MIKOHN GAMING CORP NV X X 01/20/04 MOHEGAN TRIBAL GAMING AUTHORITY X X 01/20/04 MONROE JAMES BANCORP INC VA X X X 01/20/04 MOORE MEDICAL CORP DE X X 01/19/04 MORT ASSET SEC TRANSACTIONS INC MASTR DE X X 01/20/04 AMEND MORTGAGE ASSET SEC TRANS INC MORT PAS DE X X 01/20/04 AMEND MORTGAGE ASSET SEC TRANS INC MORT PAS DE X X 01/20/04 AMEND MOTOROLA INC DE X 01/20/04 MS STRUCTURED ASSET CORP DE X 01/01/04 MSDW STRUCTURED SATURNS SERIES 2001-7 DE X 01/01/04 NATIONAL CITY AUTO RECEIVABLES TRUST DE X X 01/15/04 NATIONAL CITY CREDIT CARD MASTER TRUS X X 01/15/04 NATIONAL VISION INC GA X 12/29/03 NEIMAN MARCUS GROUP INC DE X 01/20/04 NETOPIA INC DE X X 01/20/04 NEW COMMERCE BANCORP SC X X 01/20/04 NEW MEDIUM ENTERPRISES INC NV X X X X 01/20/04 NEWPOWER HOLDINGS INC DE X X 01/20/04 NMP INC DE X X 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SCHULTZ INTERNATIONAL INC GA X X 01/16/04 PRIVATEBANCORP INC DE X 01/20/04 PROLOGUE UT X 01/16/04 PROVIDIAN FINANCIAL CORP DE X X 01/19/04 PULITZER INC DE X X 01/20/04 QLT INC/BC A1 X X 01/19/04 R&G FINANCIAL CORP PR X X 01/20/04 RAILAMERICA INC /DE DE X X 01/16/04 RCG COMPANIES INC DE X 10/17/03 AMEND RELIANT RESOURCES INC DE X X 01/16/04 RESIDENTIAL ACCREDIT LOANS INC DE X X 01/20/04 RETURN ON INVESTMENT CORP DE X X 01/02/04 RF MICRO DEVICES INC NC X 01/20/04 RIDGEWOOD ELECTRIC POWER TRUST I DE X 12/31/03 RIDGEWOOD ELECTRIC POWER TRUST II DE X 12/31/03 RIDGEWOOD ELECTRIC POWER TRUST III DE X 12/31/03 RIDGEWOOD ELECTRIC POWER TRUST IV DE X 12/31/03 RIDGEWOOD ELECTRIC POWER TRUST V DE X 12/31/03 RIDGEWOOD POWER GROWTH FUND /NJ DE X 12/31/03 ROWE COMPANIES NV X X 01/13/04 RPC INC DE X X 01/20/04 SABRE HOLDINGS CORP DE X 01/20/04 SANMINA-SCI CORP DE X X 01/20/04 SANMINA-SCI CORP DE X X 01/20/04 SAVOY CAPITAL INVESTMENTS INC CO X 01/19/04 SBS TECHNOLOGIES INC NM X X 01/20/04 SCOTIA PACIFIC CO LLC DE X 01/20/04 SECURITISATION ADVISORY SERVICES PTY X X 01/12/04 SEMITOOL INC MT X X 01/20/04 SERVICE CORPORATION INTERNATIONAL TX X X 01/20/04 SHUFFLE MASTER INC MN X 01/06/04 SMTEK INTERNATIONAL INC DE X X 01/19/04 SONIC MEDIA CORP NV X 01/20/04 SOUTHWEST BANCORP OF TEXAS INC TX X X 01/19/04 SPARTECH CORP DE X 01/19/04 SPSS INC DE X 12/31/03 SPSS INC DE X 11/05/03 AMEND SPX CORP DE X 01/19/04 STAGE STORES INC NV X 01/20/04 AMEND STANLEY WORKS CT X X 01/20/04 STANLEY WORKS CT X X 01/20/04 STARCRAFT CORP /IN/ IN X X 01/16/04 STATE STREET CORP MA X 01/13/04 AMEND STATION CASINOS INC NV X X 01/16/04 STEAK & SHAKE CO IN X 12/17/03 STEEL TECHNOLOGIES INC KY X 01/20/04 STEPAN CO DE X X 01/16/04 STRATTEC SECURITY CORP WI X X X 01/15/04 STRUCTURED ASSET SECURITIES CORP DE X X 01/15/04 SUPPORTSOFT INC DE X X 01/20/04 SYNERGY FINANCIAL GROUP INC X X 01/20/04 TANDY BRANDS ACCESSORIES INC DE X X 01/20/04 TARANTELLA INC CA X X 01/06/04 TAYCO DEVELOPMENTS INC NY X 01/20/04 TC 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