SEC NEWS DIGEST Issue 2003-228 December 2, 2003 COMMISSION ANNOUNCEMENTS COMMISSION MEETINGS CLOSED MEETING - TUESDAY, DECEMBER 9, 2003 - 2:00 P.M. The subject matter of the closed meeting scheduled for Tuesday, December 9, will be: Formal orders of investigation; Institution and settlement of administrative proceedings of an enforcement nature; Institution and settlement of injunctive actions; Litigation matters; and Adjudicatory matters. At times, changes in Commission priorities require alterations in the scheduling of meeting items. For further information and to ascertain what, if any, matters have been added, deleted or postponed, please contact: The Office of the Secretary at (202) 942-7070. ENFORCEMENT PROCEEDINGS PROFESSIONAL TRANSPORTATION GROUP LTD., INC. An Administrative Law Judge has issued an Order Making Findings and Imposing Remedial Sanction By Default Against Professional Transportation Group Ltd., Inc. (PTG) (Default Order). The Order Instituting Proceedings alleged that PTG failed to file each of its required annual and quarterly reports from Sept. 30, 2000, through June 30, 2003, thereby violating Section 13(a) of the Securities Exchange Act of 1934 and Rules 13a-1 and 13a-13 thereunder. The Default Order finds the allegations to be true and revokes the registration of PTG common stock. (Rel. 34-48856; File No. 3-11279) PUBLIC ADMINISTRATIVE PROCEEDINGS INSTITUTED AGAINST VALENTIN FERNANDEZ, JUAN FERNANDEZ, DANIEL PHILLIPS, MATTHEW STONE AND HASKELL STONE On December 1, the Commission entered an Order Instituting Public Administrative Proceedings Pursuant to Section 15(b) of the Securities Exchange Act of 1934 (Order) against Valentin Fernandez (V. Fernandez), Juan Fernandez (J. Fernandez), Daniel J. Phillips (Phillips), Matthew D. Stone (M. Stone) and Haskell P. Stone (H. Stone) (collectively, Respondents) of South Florida, based on their criminal convictions for conspiracy to commit securities fraud, mail fraud and wire fraud in connection with a penny stock manipulation scheme. The criminal indictment filed on April 20, 2001, alleged that while employed as registered representatives at two registered broker-dealers, J. Fernandez, Phillips, M. Stone and H. Stone accepted secret cash payments from V. Fernandez, an unregistered person, to manipulate the securities of the following penny stock issuers: Lifekeepers International, Inc., BIZ Holdings, Inc. and Piccard Medical Corp. (collectively, the Issuers). The indictment further alleged that as the Issuers' securities increased in volume and price, V. Fernandez sold his shares into the market at artificially inflated prices to the detriment of unwitting investors. The Order alleges that V. Fernandez and J. Fernandez pled guilty to two counts of a criminal indictment charging them with conspiracy to commit securities fraud, mail fraud and wire fraud and conspiracy to commit mail and wire fraud, respectively, and were each sentenced to 51 months in prison, three years probation and ordered to pay $8,936,761 in restitution. The Order also alleges that Phillips pled guilty to one count of the indictment charging him with conspiracy to commit securities fraud, mail fraud and wire fraud and was sentenced to 24 months in prison and ordered to pay $6,786,784 in joint and several restitution. The Order further alleges that M. Stone and H. Stone each pled guilty one count of the indictment charging them conspiracy to commit securities fraud, mail fraud and wire fraud and were sentenced to five years of probation, 200 hours of community service, and ordered to pay $3,831,099. A hearing will be scheduled before an administrative law judge to determine whether the allegations contained in the Order are true, to provide the Respondents an opportunity to dispute these allegations, and to determine what remedial sanctions, if any, are appropriate and in the public interest. (Rel. 34-48862; File No. 3- 11347) MILLENNIUM CAPITAL HEDGE FUND, MILLENNIUM CAPITAL GROUP AND ANDREAS ZYBELL CONSENT TO PERMANENT INJUNCTION IN CONNECTION WITH HEDGE FUND FRAUD The Commission announced that on Nov. 18, 2003, the Honorable Frederick J. Martone, U.S. District Judge for the District of Arizona, issued judgments, based on consents, against Millennium Capital Hedge Fund, L.P. (Millennium), Millennium Capital Group, LLC (MLLC), and Andreas F. Zybell. The Commission's complaint, filed on Sept. 25, 2003, alleged that Millennium, based in Arizona, sought to raise $5 million through the sale of limited partnership interests. As alleged in the complaint, the defendants raised at least $1.4 million, including $697,000 since June 30, 2003, from investors in Arizona, California, Illinois, Iowa, New Mexico, Pennsylvania, and Utah. The complaint also alleged that the defendants represented that MLLC and Zybell would use investor funds to trade securities for Millennium, including publicly traded stocks and options. The complaint further alleged that the defendants falsely represented to investors that Millennium achieved a 46% return for the twelve months ended June 30, 2003, when, in fact, Millennium had a substantially lower rate of return. The judgments prohibit Millennium, MLLC, and Zybell from committing securities fraud in violation of 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. The judgments also prohibit MLLC and Zybell from committing securities fraud in violation of Sections 206(1) and 206(2) of the Investment Advisers Act of 1940. Furthermore, the judgments prohibit each of the defendants from violating the securities registration provisions of Sections 5(a) and 5(c) of the Securities Act. The judgments also prohibit Millennium from violating the investment company registration provision of Section 7(a) of the Investment Company Act of 1940. Millennium, MLLC, and Zybell consented to the entry of the judgments without admitting or denying the Commission's allegations, although the allegations of the complaint are deemed to be true for the purposes of determining disgorgement and penalties. The appropriateness and amounts of disgorgement and civil penalties are to be determined by the court at a later date. [SEC v. Millennium Capital Hedge Fund, L.P., Millennium Capital Group, LLC, and Andreas F. Zybell, Case No. CV-03- 1862-PHX-FJM (D. Ariz.)] (LR-18481) SEC CHARGES INVESCO FUNDS GROUP, INC. AND CEO RAYMOND CUNNINGHAM WITH FRAUD AND BREACH OF FIDUCIARY DUTY FOR ALLOWING MARKET TIMING AT INVESCO FUNDS The Commission today announced civil fraud charges against Invesco Funds Group, Inc. (IFG), and Raymond R. Cunningham, IFG's president and chief executive officer. Invesco Funds Group, Inc., a Denver investment adviser, manages the Invesco complex of mutual funds. According to the charges, IFG and Cunningham fraudulently accepted investments by dozens of market timers in Invesco mutual funds to enhance the management fees earned by IFG. In so doing, Invesco and Cunningham violated the market timing policies reflected in the funds' prospectus disclosures and breached their fiduciary duties to the funds and their shareholders. The SEC's action was brought contemporaneously with a related action by the Attorney General of the State of New York. Stephen M. Cutler, Director of the SEC's Division of Enforcement, said, "IFG and its CEO willingly sacrificed the interests of mutual fund shareholders when market timers dangled the prospect of higher management fees in front of them. By granting special trading privileges to selected customers, they readily violated the fiduciary duty they owed to all shareholders and rendered meaningless the funds' prospectus disclosures on market timing." Randall J. Fons, Regional Director of the SEC's Central Regional Office in Denver, said, "The sort of activity alleged in this complaint is an egregious and inexcusable violation of the trust that Invesco's public shareholders put in IFG. In circumstances like this, where a fiduciary puts its own interests before those of the fund shareholders, the individuals and entities responsible for the fraudulent conduct will be held accountable." The SEC's complaint, filed today in the United States District Court for the District of Colorado, alleges the following. * From at least July 2001 until October 2003, IFG and Cunningham fraudulently accepted investments by market timers in Invesco mutual funds to enhance the management fees earned by IFG. Specifically, IFG entered into specific arrangements with particular investors under which these investors were allowed to market time Invesco funds. IFG termed these investors "Special Situations." These Special Situations were kept secret from the independent members of the funds' boards and from the funds' investors. According to the Commission's complaint, IFG and Cunningham accepted these investments with knowledge that they would be detrimental to long-term shareholders in the mutual funds. In addition, these Special Situations violated the market timing policy disclosed in the prospectuses for the mutual funds. This policy stated that exchanges between funds by investors would be limited to four yearly and that changes in this policy would only be allowed if it was in the best interests of the funds. * Despite this disclosure, IFG did not enforce its market timing policy for shareholders whose accounts were less than approximately $100,000. In addition, IFG allowed a multitude of larger shareholders to market time the Invesco funds. Nevertheless, IFG continued to fraudulently mislead investors by using the prospectuses that contained the false market timing policy. * The complaint further charges that IFG and Cunningham had a fiduciary duty to act at all times in the best interests of the Invesco mutual funds. Accordingly, they had an affirmative obligation to act in the utmost good faith, and to provide full and fair disclosure of all material facts to investors. Despite this duty, IFG and Cunningham never disclosed to shareholders in the funds or the independent directors of the Invesco fund complex that the Special Situations existed or that IFG had a conflict of interest because the Special Situations served to increase its management fees. IFG is charged with violating the antifraud provisions of the Securities Act of 1933, the Securities Exchange Act of 1934, and the Investment Advisers Act of 1940. Cunningham is charged with violating or aiding and abetting IFG's violations of these provisions. IFG and Cunningham are also charged with violating Section 34(b) of the Investment Company Act of 1940 based on the filing of materially false and misleading registration statements with the SEC. The registration statements were allegedly false and misleading because they contained the fund prospectuses described above. Finally, the SEC seeks relief against IFG and Cunningham under Section 36(a) of the Investment Company Act. This provision allows the SEC to seek injunctive relief against any investment adviser to or director of an investment company based on a breach of fiduciary duty involving personal misconduct. The SEC's action seeks permanent injunctions against IFG and Cunningham, disgorgement of their ill-gotten gains plus prejudgment interest, and civil penalties. The Commission's investigation is continuing. (Press Rel. 2003-167) INVESTMENT COMPANY ACT RELEASES VANGUARD INTERNATIONAL EQUITY INDEX FUNDS, ET AL. An order has been issued on an application filed by Vanguard International Equity Index Funds, et al. The order permits certain open- end management investment companies, whose series consist of the component securities of certain foreign equity securities indices, to issue a class of shares with limited redeemability that trade in the secondary market at negotiated prices. The order allows dealers to sell such shares to secondary market purchasers unaccompanied by a prospectus when prospectus delivery is not required by the Securities Act of 1933. The order permits certain affiliated persons of the series to deposit securities into, and receive securities from, the series. The order also permits certain series to pay redemption proceeds more than seven days after the tender of shares for redemption under certain circumstances. (Rel. IC-26281 - December 1) TRUST INDENTURE ACT RELEASES HARD ROCK HOTEL, INC. The Commission issued a notice giving interested persons until December 31 to request a hearing on an application by Hard Rock Hotel, Inc. under Section 304(d) of the Trust Indenture Act of 1939. The application requests that the Commission exempt from the certificate or opinion delivery requirements of Section 314(d) of the 1939 Act certain provisions of an indenture dated May 3, 2003, as supplemented by indentures dated Nov. 20, 2003, and Nov. 24, 2003, between Hard Rock Hotel, Inc. and U.S. Bank National Association, as trustee. The indenture relates to 8 7/8% Second Lien Notes due 2013. (Rel. TI-2412; File No. 22-28712) 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 REALITY WIRELESS NETWORKS INC, 4106 FACTORIA BLVD. SE,, SUITE 214, BELLEVUE, WA, 98006, 4083791716 - 45,333,000 ($1,223,991.00) Equity, (File 333-110844 - Dec. 1) (BR. 03) S-8 FIRST TENNESSEE NATIONAL CORP, 165 MADISON AVE, MEMPHIS, TN, 38103, 9015234638 - 0 ($50,000,000.00) Other, (File 333-110845 - Dec. 1) (BR. 07) S-8 CAPSTONE TURBINE CORP, 21211 NORDHOFF STREET, CHATSWORTH, CA, 91311, 818-734-5300 - 0 ($3,685,750.00) Equity, (File 333-110847 - Dec. 1) (BR. 36) S-8 HAIRMAX INTERNATIONAL INC, 4810 WEST COMMERICAL BLVD, FT LAUDERDALE, FL, 33319, 9547178680 - 2,000,000 ($1,020,000.00) Equity, (File 333-110848 - Dec. 1) (BR. 05) S-8 CTD HOLDINGS INC, 27317 NW 78 AVENUE, N/A, HIGH SPRINGS, FL, 32643, 3864540887 - 1,000,000 ($50,000.00) Equity, (File 333-110850 - Dec. 1) (BR. 01) SB-2 ADVANT E CORP, 1619 MARDON DRIVE, DAYTON, OH, 45432, 9374294288 - 1,752,040 ($2,452,856.00) Equity, (File 333-110851 - Dec. 1) (BR. 03) S-4 RENT WAY INC, ONE RENTWAY PLACE, ERIE, PA, 16505, 8144555378 - 205,000,000 ($205,000,000.00) Non-Convertible Debt, (File 333-110852 - Dec. 1) (BR. 06) S-3 PFSWEB INC, 500 NORTH CENTRAL EXPRESSWAY, PLANO, TX, 75074, 9728812900 - 0 ($4,055,057.64) Equity, (File 333-110853 - Dec. 1) (BR. 08) S-8 COORS ADOLPH CO, P.O. BOX 4030, MAIL #NH375, GOLDEN, CO, 80401, 3032773271 - 0 ($549,500.00) Equity, (File 333-110854 - Dec. 1) (BR. 02) S-8 COORS ADOLPH CO, P.O. BOX 4030, MAIL #NH375, GOLDEN, CO, 80401, 3032773271 - 0 ($109,900,000.00) Equity, (File 333-110855 - Dec. 1) (BR. 02) 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 ------------------------------------------------------------------------------------------------ 1 800 CONTACTS INC DE X X 11/21/03 ACE SECURITIES CORP HOME EQUITY LOAN DE X X 11/25/03 ACE SECURITIES CORP HOME EQUITY LOAN DE X X 11/25/03 ALTERNATIVE LOAN TRUST SERIES 2003-1 X X 11/25/03 AMERIQUEST MORTGAGE SECURITIES INC DE X X 11/20/03 APPLEBEES INTERNATIONAL INC DE X 12/01/03 ASHFORD HOSPITALITY TRUST INC MD X 11/26/03 AVADO BRANDS INC GA X X 12/01/03 BAB INC DE X 11/30/03 BANK JOS A CLOTHIERS INC /DE/ DE X 12/01/03 BAY BANKS OF VIRGINIA INC VA X X 11/26/03 BEAR STEARNS ARM TRUST MORTGAGE PASS NY X X 11/25/03 BEAR STEARNS ARM TRUST MORTGAGE PASS NY X X 11/25/03 BEAR STEARNS ARM TRUST MORTGAGE PASS NY X X 11/25/03 BOEING CO DE X 12/01/03 BOUNDLESS CORP DE X 11/17/03 CARDIMA INC DE X 12/01/03 CASCADE FINANCIAL CORP DE X X 12/01/03 CCI GROUP INC UT X X 09/18/03 AMEND CENTRAL BANCORP INC /MA/ MA X X 11/21/03 AMEND CENTRAL WIRELESS INC UT X X 11/20/03 CHARTERMAC DE X X 11/17/03 CHEMICAL FINANCIAL CORP MI X X 12/01/03 CHESTER VALLEY BANCORP INC PA X X 12/01/03 CHIROPRACTIC 21 INTERNATIONAL INC NV X X 12/01/03 CIT HOME EQUITY TRUST 2002-2 DE X X 10/31/03 CITIGROUP MORTGAGE LOAN TRUST INC X X 11/25/03 COMERICA INC /NEW/ DE X 12/01/03 CONSOL ENERGY INC X X 12/01/03 CREDIT SUISSE FIRST BOSTON USA INC DE X 11/20/03 CYANOTECH CORP NV X X 12/01/03 DATAMEG CORP NY X X 12/01/03 DEL GLOBAL TECHNOLOGIES CORP NY X X 11/20/03 DEPARTMENT 56 INC DE X X 11/25/03 DEUTSCHE ALT-A SEC INC MTG P/T CERTS X X 11/25/03 DONEGAL GROUP INC DE X X 11/24/03 DRIVER HARRIS CO NJ X 12/01/03 DST SYSTEMS INC DE X X 11/28/03 DUPONT E I DE NEMOURS & CO DE X 12/01/03 EMERGE INTERACTIVE INC DE X X 11/24/03 EMERGE INTERACTIVE INC DE X X 11/24/03 ENOVA SYSTEMS INC CA X X 11/21/03 ENTRADA NETWORKS INC DE X X X 10/31/03 ENTRADA NETWORKS INC DE X X 11/25/03 ENVIRONMENTAL ELEMENTS CORP DE X X 11/14/03 ENVIRONMENTAL ELEMENTS CORP DE X X 12/01/03 ESSENTIAL REALITY INC NV X X 11/06/03 FERRELLGAS PARTNERS L P DE X X 11/25/03 FIRST UNION REAL ESTATE EQUITY & MORT OH X X 11/26/03 FIRSTMERIT CORP /OH/ OH X X 12/01/03 FLEXTRONICS INTERNATIONAL LTD X X 11/26/03 GILLETTE CO DE X X 11/21/03 GLOBAL LIFE SCIENCES INC X X 12/01/03 GOAMERICA INC DE X X 12/01/03 GOLDEN TELECOM INC DE X X 12/01/03 GOLF ROUNDS COM INC DE X X 11/24/03 GOLF ROUNDS COM INC DE X X 11/24/03 AMEND GOTTSCHALKS INC DE X 11/25/03 GS MORTGAGE SEC CORP MORTGAGE PASS TH DE X X 11/25/03 GS MORTGAGE SECURITIES CORP GSR MORT DE X X 11/25/03 HANOVER DIRECT INC DE X X X 11/30/03 HARBOR FLORIDA BANCSHARES INC DE X 12/01/03 HARLEYSVILLE NATIONAL CORP PA X 11/25/03 HELIX BIOMEDIX INC DE X 11/26/03 HERITAGE PROPANE PARTNERS L P DE X X 12/01/03 HOME EQUITY LOAN ASSET-BACKED CERTIFI DE X X 11/25/03 I MANY INC DE X X 12/01/03 IN STORE MEDIA SYSTEMS INC NV X X 10/01/03 INSITUFORM TECHNOLOGIES INC DE X X X 12/01/03 INTERCOM SYSTEMS INC DE X X 11/24/03 INTERNATIONAL REMOTE IMAGING SYSTEMS DE X 12/01/03 INTERPUBLIC GROUP OF COMPANIES INC DE X 12/01/03 IRWIN FINANCIAL CORPORATION IN X X 12/01/03 ITLA CAPITAL CORP CA X 12/01/03 IVILLAGE INC DE X X 12/01/03 JONES APPAREL GROUP INC PA X X 12/01/03 KERR MCGEE CORP /DE DE X X 12/01/03 KEYCORP STUDENT LOAN TRUST 2002-A OH X X 11/28/03 KNIGHT TRADING GROUP INC DE X X 12/01/03 KNIGHTSBRIDGE FINE WINES INC NV X X X X X X 12/01/03 AMEND LABONE INC/ MO X 12/01/03 LECROY CORP DE X X 11/25/03 LIONBRIDGE TECHNOLOGIES INC /DE/ DE X X 09/17/03 AMEND LOEWS CORP DE X X 12/01/03 LOGICVISION INC DE X X 12/01/03 MAINE & MARITIMES CORP X 12/01/03 MARCONI CORP PLC X0 X 12/01/03 MARKLAND TECHNOLOGIES INC FL X 11/25/03 MARTIN MARIETTA MATERIALS INC NC X X 12/01/03 MEADWESTVACO CORP DE X X 12/01/03 MEGOLA INC X X 11/26/03 MERRILL LYNCH MORT INV INC MORT LN AS DE X X 11/25/03 MERRILL LYNCH MORT INV MORT LN ASST B DE X X 11/25/03 MFA MORTGAGE INVESTMENTS MD X X 12/01/03 MORTGAGE ASSET SEC TRANS ALTER LN NY X X 11/25/03 MORTGAGE ASSET SECURIT TRANS INC MORT DE X X 11/25/03 MORTGAGE LOAN ASSET-BACKED CERTIFICAT DE X X 11/25/03 NATIONWIDE HEALTH PROPERTIES INC MD X 12/01/03 NATURAL RESOURCE PARTNERS LP DE X 12/01/03 NAUTILUS GROUP INC WA X X 12/01/03 NETWORKS ASSOCIATES INC/ DE X X 12/01/03 NEUROGEN CORP DE X X 12/01/03 NOMURA ASSET ACC CORP ALTER LN TR SER DE X X 11/25/03 NOMURA ASSET ACCEPT CORP ALTERNATIVE DE X X 11/25/03 NOMURA ASSET ACCEPTANCE CORP ALT LOAN DE X X 11/25/03 NORFOLK SOUTHERN CORP VA X X 12/01/03 NORTH COUNTRY FINANCIAL CORP MI X 11/16/03 NORTH VALLEY BANCORP CA X X 12/01/03 NOVASTAR MORTGAGE FUNDING CORP HOME E NY X X 11/25/03 NOVASTAR MORTGAGE FUNDING CORP HOME E DE X X 11/25/03 OCEANEERING INTERNATIONAL INC DE X 11/20/03 OFFICE MANAGERS INC NV X X 11/24/03 PACIFIC BIOMETRICS INC DE X X 12/01/03 PEABODY ENERGY CORP DE X X 12/01/03 PIVOTAL CORP X X 12/01/03 PLATO LEARNING INC DE X X 11/17/03 PRIME HOLDINGS & INVESTMENTS INC NV X 11/21/03 PROGRESS ENERGY INC NC X X 12/01/03 ROBOTIC VISION SYSTEMS INC DE X X 12/01/03 ROYAL GOLD INC DE X 12/01/03 SATELLITE ENTERPRISES CORP NV X 10/22/03 SBA COMMUNICATIONS CORP FL X X X 12/01/02 SHIMODA RESOURCES HOLDINGS INC NV X 11/28/03 STRUCTURED ASSET MORT INV INC BEAR ST DE X X 11/25/03 STRUCTURED ASSET MORT INV INC BEAR ST DE X X 11/25/03 STRUCTURED ASSET MORT INV INC BEAR ST DE X X 11/25/03 STRUCTURED ASSET MORT INV INC BEAR ST DE X X 11/25/03 STRUCTURED ASSET SEC CORP MORT PAS TH DE X X 11/25/03 STRUCTURED ASSET SEC CORP MORT PAS TH DE X X 11/25/03 ULTRASTRIP SYSTEMS INC FL X X 12/01/03 US HOME SYSTEMS INC DE X X 11/21/03 VENDALUX CORP DE X 09/22/03 AMEND VENTAS INC DE X X 11/26/03 VIROPRO INC NV X 11/28/03 AMEND WACHOVIA ASSET SECURITIZATION IISSUAN NC X 12/01/03 WEBMD CORP /NEW/ DE X X X 11/28/03 WHOLESALE AUTO RECEIVABLES CORP DE X X 11/17/03 WILEY JOHN & SONS INC NY X 10/31/03