SEC NEWS DIGEST Issue 2004-33 February 19, 2004 COMMISSION ANNOUNCEMENTS SECURITIES LAW SCHOLAR TO ANSWER QUESTIONS, TALK ABOUT NEW BOOK Professor Joel Seligman, noted securities law scholar and author of the newly revised The Transformation of Wall Street, will talk about new material and answer questions in a live online program on Feb. 26, 2004, at 2:00 p.m. EST. The program - called a Fireside Chat - is sponsored by the Securities and Exchange Commission Historical Society. The Society is a non-profit organization, independent of the SEC, that preserves and shares the history and historic records of the SEC and the securities industry through its virtual museum at www.sechistorical.org . The Fireside Chat gives listeners the opportunity to submit questions prior to the broadcast. Questions for Prof. Seligman may be sent to www.sechistorical.org through close of business today. Donald Langevoort, Thomas Aquinas Reynolds Professor of Law, Georgetown University Law Center, will moderate. First published in 1977 and updated in 1995, The Transformation of Wall Street is widely regarded as a definitive work on the history and development of the SEC. The new edition, published in 2003 by Aspen Publishing, includes the chairmanship of Arthur Levitt, the Sarbanes- Oxley Act, auditing issues including auditor independence and municipal securities. Professor Seligman is Dean and Ethan A.H. Shepley University Professor at Washington University School of Law, St. Louis, Missouri. This Fireside Chat will be one of five broadcast by the Society this year. Upcoming chats will look at municipal securities (April 20th), state securities regulation (June 22nd), forensic accounting (September) and clearance and settlement (November). The Fireside Chats are part of the Society's work to preserve and share the history of the SEC and of the securities industry - through papers, photos, oral histories, interviews and online programs through its virtual museum at www.sechistorical.org. The Fireside Chats are also part of the Society's work in 2004 to commemorate the 70th anniversary of the U.S. Securities and Exchange Commission. (Press Rel. 2004-19) SEC ACADEMIC ACCOUNTING FELLOW SEARCH FOR 2004-2005 The United States Securities and Exchange Commission (SEC) invites qualified accounting professors to apply for one of three available fellowship opportunities for the 2004-2005 academic year at its headquarters in Washington, D.C. An academic fellowship at the SEC provides an unparalleled opportunity for a professor to be directly involved in the work of the Commission and to gain insight into the SEC's oversight and regulatory processes. An SEC fellowship is a great way to spend a sabbatical year or a leave of absence and offers a set of memorable experiences that will greatly enhance subsequent teaching and publication activities. Office of the Chief Accountant. The first fellowship is in the Office of the Chief Accountant (OCA), which functions as the primary advisor to the Securities and Exchange Commission on accounting and auditing matters. The academic fellow serves as a research resource for OCA, assists in registrant matters, and participates in OCA projects. This fellowship, which has been in existence for over 20 years, is for a research-oriented professor. Requirements include a Ph.D., a strong research background in financial accounting and/or auditing, and a CPA or equivalent technical expertise. Division of Corporation Finance. The second fellowship is in the Division of Corporation Finance, which oversees corporate disclosure of important information to the investing public. Its staff is responsible for the review of corporate filings by publicly held companies, such as registration statements and annual reports/10-Ks. The fellowship, which originated about six years ago, typically involves researching financial reporting issues in connection with Division policy or program initiatives, reviewing filings by public companies to identify significant accounting and disclosure problems, and developing and presenting training on emerging or controversial accounting issues for accountants and attorneys in the Division. Requirements include a Master's degree or Ph.D. and teaching experience in upper-level/advanced financial accounting courses. Expertise in quantitative analysis and finance, as well as the ability to discuss issues in plain English, are plus factors. Office of Economic Analysis. The third area involves work as a researcher in the Office of Economic Analysis (OEA), which advises the Commission and its staff on the economic issues associated with the SEC's regulatory and policy activities. Accountants who serve as Academic Fellows in OEA are responsible for designing and conducting studies of the economic impact of existing and proposed rules promulgated by the Commission and self-regulatory agencies. They provide analytical support and advice to the Chief Economist and senior Commission staff on regulatory policy, enforcement policy, and financial economics. In addition, they design economic studies in anticipation of and in response to developments in the securities markets, prevailing financial practices among issuer firms, and Commission policies. A Ph.D. is required. Accountants in OEA tend to specialize in financial accounting or auditing. Timing, Compensation and Benefits. For faculty members at U.S. universities, the academic fellow positions are available under the Intergovernmental Personnel Act (IPA) and generally involve a 12-month period, August 1-July 31. An IPA contract is agreed upon by the SEC, the professor, and the professor's university. Under an IPA contract, the professor continues to be an employee of the university, being paid by the university and receiving its benefits package; the SEC, in turn, reimburses the university. Compensation for an academic fellow is typically 12/9s of the professor's academic year salary, up to a maximum of pay grade SK 16/31 (currently about $156,800) plus related benefits. Relocation expenses to and from Washington, D.C. are generally reimbursed in accordance with Federal Travel Regulations and standard SEC policies that apply to IPA assignments. [Note: The salary cap does not mean that an academic fellow's maximum 12-month salary is $156,800. Rather, $156,800 is the maximum salary that the SEC will reimburse to the school (all normal university benefits will also be reimbursed). The employing university is permitted to pay the professor more than this amount.] Application Procedures. Please consider applying for these outstanding professional development opportunities. Indicate your initial interest by sending an e-mail to current academic fellows, Kim Smith in the Office of the Chief Accountant (smithki@sec.gov) and/or Mary Greenawalt in the Division of Corporation Finance (greenawaltm@sec.gov). To apply formally, submit a resume and a cover letter which summarizes your qualifications and indicates the fellowship(s) in which you are primarily interested. Optionally, provide a copy of one or more relevant working papers or recently published articles. Applications for fellowships in all areas should be submitted electronically to Kim Smith at smithki@sec.gov. Applications for the 2004-2005 academic fellowships will be accepted until the positions are filled. Interviews will be conducted at the SEC headquarters in Washington, D.C. Candidates' travel expenses cannot be reimbursed. The SEC's goal is to announce final selections by April 2004. To find out more about the experiences of three previous academic fellows, see Thomas J. Linsmeier's article in Accounting Horizons (September 1996) and articles by Steve Kolenda and Patricia Fairfield in the Financial Reporting Journal (Summer 2000). RULES AND RELATED MATTERS DELEGATION OF AUTHORITY TO THE DIRECTOR OF THE DIVISION OF MARKET REGULATION The Commission is adopting an amendment to its Rules of Practice to delegate its authority to the Director of Market Regulation to grant or deny exemptions from the rule filing requirements of Section 19(b) of the Securities Exchange Act of 1934 (Exchange Act) pursuant to Section 36 of the Exchange Act, in cases of a self-regulatory organization (SRO) incorporating by reference the rules of another SRO. (Rel. 34-49259) ORDER GRANTING APPLICATIONS FOR EXEMPTIONS PURSUANT TO SECTION 36 OF THE EXCHANGE ACT The Commission granted applications for exemption from the rule filing requirements of Section 19(b) of the Securities Exchange Act of 1934 (Exchange Act) pursuant to Section 36 of the Exchange Act, to the American Stock Exchange LLC, the International Securities Exchange, Inc., the Municipal Securities Rulemaking Board, the Pacific Exchange, Inc., the Philadelphia Stock Exchange, Inc., and the Boston Stock Exchange, Inc., with respect to certain rules of another self-regulatory organization (SRO) that each of these SROs has either proposed to incorporate by reference or currently incorporates by reference. (Rel. 34-49260) ENFORCEMENT PROCEEDINGS IN THE MATTER OF RESEARCH INVESTMENT GROUP, INC., SCOTT WILDING, SMALLCAP SOLUTIONS, INC., COMPLETE FINANCIAL AND OPERATIONS, LLC AND TYLER FLEMING On February 17, the Chief Administrative Law Judge issued an Order Making Findings and Imposing Sanctions by Default (Default Order), on Respondents Research Investment Group, Inc. and Scott H. Wilding in the matter of Research Investment Group, Inc., et al. The Order Instituting Proceedings alleged that Respondents engaged in an illegal distribution of unregistered securities in violation of Sections 5(a) and 5(c) of the Securities Act of 1933. The Default Order finds these allegations to be true, orders Respondents to disgorge $121,715, plus prejudgment interest, and to cease and desist from violating Sections 5(a) and 5(c) of the Securities Act of 1933. (Rel. 33-8387; File No. 3-11307) IN THE MATTER OF PAUL BARRIOS III AND DENNIS O'CONNELL, JR. On February 17, the Chief Administrative Law Judge issued an Order Making Findings and Imposing Sanction by Default (Default Order) against Respondents Paul A. Barrios III and Dennis P. O'Connell, Jr. in the matter of Paul A. Barrios III, et al. The Order Instituting Proceedings alleged that the United States District Court for the Central District of California entered a permanent injunction against the Respondents, enjoining them from committing violations of Sections 5(a) and 5(c) of the Securities Act of 1933 and Section 15(a) of the Securities Exchange Act of 1934. The Default Order finds these allegations to be true and bars Respondents from association with any broker or dealer. (Rel. 34- 49267; File No. 3-11319) IN THE MATTER OF VALENTIN FERNANDEZ, JUAN FERNANDEZ, DANIEL PHILLIPS, HASKEL STONE AND MATTHEW STONE On February 18, the Chief Administrative Law Judge issued an Order Making Findings and Imposing Sanctions by Default against Respondent Matthew D. Stone (Default Order), in the matter of Valentin Fernandez, et al. The Order Instituting Proceedings alleged that Matthew D. Stone, a registered representative associated with broker-dealers, previously pled guilty to conspiracy to commit securities fraud, mail fraud, and wire fraud in connection with the securities offerings of Lifekeepers International, Inc., BIZ Holdings, Inc., and Piccard Medical Corp. As a result, Matthew D. Stone was sentenced to five years' probation, 200 hours of community service, and ordered to pay $3,831,099 in joint and several restitution with his brother, Respondent Haskel P. Stone. The Default Order bars Matthew D. Stone from association with a broker or dealer and bars him from participating in an offering of penny stock. (Rel. 34-49270; File No. 3-11347) COMMISSION INSTITUTES ADMINISTRATIVE ACTION AGAINST JOHN TURANT, JR. FOLLOWING ENTRY OF DISTRICT COURT ORDER ENJOINING TURANT FROM VIOLATING SECTIONS 5(a), 5(c) AND 17(a) OF THE SECURITIES ACT AND SECTION 10(b) OF THE EXCHANGE ACT AND RULE 10b-5 THEREUNDER On February 18, the Commission issued an Order Instituting Administrative Proceedings against John F. Turant, Jr. Pursuant to Section 15(b) of the Securities Exchange Act of 1934 and Section 203(f) of the Investment Advisers Act of 1940 (the Order) based on a final judgment entered by the Honorable Richard P. Conaboy on Jan. 29, 2004, in the U.S. District Court for the Middle District of Pennsylvania. The final judgment, among other things, permanently enjoins Turant from violating Sections 5(a), 5(c) and 17(a) of the Securities Act of 1933 and Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5 thereunder. [SEC v. Turant, et al., Civil Action No. 3:CV03-1614 (M.D. Pa.)]. In the injunctive action filed on Sept. 15, 2003, the Commission alleged that from July 1999 until March 2003, defendant Turant, among others, engaged in a scheme to defraud over 100 investors of approximately $4.5 million through the offer and sale of unregistered securities. The Commission further alleged that Turant and his co-defendants falsely promised investors that they would invest investor money in one of two purported hedge funds for the purpose of day-trading securities, and that these funds made annual returns from 20% through 120%. In fact, Turant and his co-defendants misappropriated the vast majority of the money raised for their own personal use and to repay existing investors, thereby conducting a Ponzi scheme. The Commission also alleged that Turant and his co-defendants concealed their scheme by creating and distributing fictitious monthly account statements and other documents that reported false balances and false profits in the purported hedge fund accounts. (Rel. 34-49272; IA-2217; File No. 3-11403) COMMISSION DECLARES DECISION AS TO KEVIN GOLDSTEIN AND JACKWEST CORPORATION FINAL The decision of an administrative law judge with respect to Kevin H. Goldstein and Jackwest Corporation has become final. The law judge sanctioned Goldstein and Jackwest based on findings that Goldstein and Jackwest willfully violated Section 17(a) of the Securities Act of 1933, Section 10(b) of the Securities Exchange Act of 1934, and Exchange Act Rule 10b-5. The law judge found that Goldstein solicited potential investors by making several fraudulent misrepresentations and omissions of material facts. The law judge also found that Goldstein used the misrepresentations to induce individuals to invest their funds in Jackwest and diverted substantial portions of the invested funds for his personal use. The law judge ordered that Goldstein cease and desist from committing or causing any violations or any future violations of the provisions that Goldstein violated and barred Goldstein from association with any broker or dealer. The law judge also ordered Goldstein to pay a civil penalty of $120,000, ordered Goldstein and Jackwest to disgorge $516,00, plus prejudgment interest of $142,409, and to pay postjudgment interest on all funds owed. (Rels. 33-8388; 34-49271; File No. 3-11010) COMMISSION SUES SECURITY ASSET CAPITAL CORPORATION, APACOR FINANCIAL, INC. AND OTHERS FOR FRAUD IN THE OFFERING OF NINE-MONTH PROMISSORY NOTES The Commission announced that on February 18 it filed a civil action in the U.S. District Court for the Eastern District of Pennsylvania, against Security Asset Capital Corporation (Security Asset), Apacor Financial, Inc. (Apacor) and other individuals and entities involved in the offering of nine-month promissory notes. The complaint seeks permanent injunctions, civil money penalties, disgorgement of ill-gotten gains, and bars preventing certain of the defendants from acting as an officer or director of a public company. The Commission alleges that defendants made material misrepresentations and omissions in the offering of the promissory notes, whereby investors were promised secure investments with 12% (or more) annual returns, but instead lost all or the vast majority of their money. The Commission further alleges that, in these offerings of nine-month promissory notes, Security Asset raised approximately $7 million from December 1998 through January 2001, and Apacor raised approximately $1.5 million from August 2000 through March 2001. The Commission also alleges that no registration statement was in effect as to these promissory notes; nor were they exempt from registration. Named as defendants in the Commission's complaint are: * Security Asset Capital Corporation (Security Asset) headquartered in San Diego, California. Security Asset was in the business of, among other things, buying discounted debt portfolios, which the company would either collect or resell at a profit. * Darrell G. Musick, age 66, of Oceanside, California. Musick was the President and a director of Security Asset since 1993, and a member of Security Asset's audit committee. * David S. Walton, age 73, of the San Diego area. Walton was the Secretary, Treasurer, internal auditor and a director of Security Asset since 1996. * Richard E. Wensel, age 69, of Scottsdale, Arizona. Wensel was a director of Security Asset, and served as an executive vice president of one of Security Asset's subsidiaries. * Continental Capital Group, Ltd. ("Continental Capital") headquartered in Edina, Minnesota. Defendant Arthur B. Carlson, III, established Continental Capital for the stated purpose of helping parties secure financing through bank loans, private placements, and public registrations. * Arthur B. Carlson, III, age 52, of St. Paul, Minnesota. Carlson was the Chief Executive Officer and majority shareholder of Continental Capital. Carlson also served as the Chief Financial Officer of defendant, Apacor Financial, Inc. In addition, Carlson was a licensed certified public accountant in Minnesota from 1977 through 2000. * Secure Investments, Inc. ("Secure Investments") headquartered in Mountville, Pennsylvania. Defendant, Gary J. Spirk specifically formed Secure Investments to market promissory notes. * Gary J. Spirk, age 50, of Washington Boro, Pennsylvania. Spirk was the sole principal of Secure Investments. * Apacor Financial, Inc. (Apacor) headquartered in Edina, Minnesota. Apacor is a finance company whose primary business is the refinancing of delinquent credit card debt. Apacor is one of a group of finance-related companies owned, in part or in whole, by defendant Richard C. Wallace. * Richard C. Wallace, age 48, is currently serving a three-year prison sentence at the Federal Correctional Institute in Elkton, Ohio, stemming from his guilty plea in December 2002 to charges of mail fraud and bank fraud relating to the sale of Apacor's promissory notes. Wallace was the majority shareholder of Apacor. The complaint charges all defendants with violations of Section 17(a) of the Securities Act of 1933 (Securities Act) and Section 10(b) of the Securities Exchange Act of 1934 (Exchange Act) and Rule 10b-5 thereunder. The complaint also charges defendants Security Asset, Musick, Wensel, Continental Capital, Carlson, Secure Investments, Spirk, Apacor and Wallace with violations of Sections 5 (a) and 5(c) of the Securities Act (securities registration provisions), and defendants Wensel, Continental Capital, Carlson, Secure Investments, and Spirk with violations of Section 15(a)(1) of the Exchange Act (broker-dealer registration provisions). The Commission acknowledges the assistance of the Pennsylvania Securities Commission, the U.S. Attorney's Office in Harrisburg, Pennsylvania, and the Federal Bureau of Investigation in the Middle District of Pennsylvania. [SEC v. Security Asset Capital Corporation, et al., Civil Action No. 04-683 (LD) EDPA] (LR-18580) SEC FILES EMERGENCY ACTION AGAINST PATROLLERS CAPITAL FUND AND ITS PRINCIPAL FRANKLIN MARONE, JR. AND RELIEF DEFENDANT MARITA MARONE FOR ENGAGING IN SECURITIES OFFERING FRAUD Court Orders Immediate Freeze of Defendants' Assets, Repatriation of Investor Funds, Prohibition of Document Destruction and Expedited Discovery On February 13, the Commission filed securities fraud charges against "Patrollers Capital Fund" and its principal, Franklin S. Marone, Jr. The SEC alleges that, between January 1999 and January 2004, Marone fraudulently obtained over $3.2 million from dozens of investors by inducing them to invest in several fictitious "equity funds" that Marone purported to manage. According to the Commission's complaint, Marone falsely promised investors extraordinary returns at virtually no risk and sent investors falsified account statements reporting the current value of their investments. In reality, the complaint alleges that Marone never invested his victims' investment proceeds. Instead, he and his wife, Relief Defendant, Marita D. Marone, used investors' funds to support their lavish lifestyle, including the purchase of cars, boats, snowmobiles, and trips to Europe. In a February 9, written statement to law enforcement authorities, Marone admitted defrauding investors out of at least $1.9 million. The complaint alleges that the actual total amount Marone misappropriated was at least $3.2 million. Upon the SEC's request, filed simultaneously with the SEC's complaint, U.S. District Judge Naomi R. Buchwald of the Southern District of New York issued a temporary restraining order which, among other interim relief, froze the assets of Marone, his purported "equity funds," and his wife. The Court scheduled a hearing for February 27, 2004, on the SEC's application for a preliminary injunction. The SEC charges Marone and Patrollers Capital Fund and its related funds, Patrollers Capital I, II and III, The Wedel Fund and The Whistler Fund with violating 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. In addition to interim relief granted, the SEC is seeking a judgment of permanent injunction, disgorgement of ill-gotten gains, and civil monetary penalties. [SEC v. Patrollers Capital Fund and Franklin S. Marone, Jr. and Relief Defendant Marita D. Marone, Civil Action No. 04 Civ. 11227 (NRB) SDNY] (LR- 18581) SEC CHARGES JEFFREY SKILLING, ENRON'S FORMER PRESIDENT, CHIEF EXECUTIVE OFFICER AND CHIEF OPERATING OFFICER, WITH FRAUD Seeks disgorgement of all ill-gotten gains, including compensation, civil money penalties, a permanent bar from acting as a director or officer of a publicly held company, and injunction from future violations of federal securities laws The Commission today announced that it has charged Jeffrey K. Skilling, Enron Corp.'s former President, Chief Executive Officer and Chief Operating Officer, with violating, and aiding and abetting violations of, the antifraud, lying to auditors, periodic reporting, books and records, and internal controls provisions of the federal securities laws. The charges, which amend the Commission's Complaint filed against Richard A. Causey, Enron's former Chief Accounting Officer, in U.S. District Court in Houston, allege that Skilling and others engaged in a wide-ranging scheme to defraud by manipulating Enron's publicly reported financial results. The Amended Complaint alleges that Skilling and others improperly used reserves within Enron's wholesale energy trading business, Enron Wholesale, to manufacture and manipulate reported earnings; manipulated Enron's "business segment reporting" to conceal losses at Enron's retail energy business, Enron Energy Services (EES); manufactured earnings by fraudulently promoting Enron's broadband unit, Enron Broadband Services (EBS); and improperly used special purpose entities (SPEs) and the LJM partnerships to manipulate Enron's financial results. In addition, the Amended Complaint alleges that Skilling made false and misleading statements concerning Enron's financial results and the performance of its businesses, and that these misrepresentations were also contained in Enron's public filings with the Commission. The Amended Complaint further alleges that Skilling sold Enron stock while in possession of material, non-public information that generated unlawful proceeds of approximately $63 million. Specifically, the Commission's Amended Complaint alleges as follows: * Manufacturing and Manipulating Reported Earnings through Improper Use of Reserves. From the third quarter of 2000 through the third quarter of 2001, Skilling and others fraudulently used reserve accounts within Enron Wholesale to mask the extent and volatility of its windfall trading profits, particularly its profits from the California energy markets; avoid reporting large losses in other areas of its business; and preserve the earnings for use in later quarters. By early 2001, Enron Wholesale's undisclosed reserve accounts contained over $1 billion in earnings. Skilling and others improperly used hundreds of millions of dollars of these reserves to ensure that analysts' expectations were met. In addition, Skilling and others improperly used the reserves to conceal hundreds of millions of dollars in losses within Enron's EES business unit from the investing public. Further, Skilling and others approved the improper release of reserves in certain quarters prior to 2001, in order for Enron to make or exceed analysts' earnings estimates. For example, in mid-July 2000, well after the end of the second quarter, Skilling and others decided to beat Wall Street analysts' quarterly earnings expectations by two cents a share and publicly report an earnings-per-share figure of 34 cents. They did this despite knowing that Enron's performance for the quarter did not support the 34-cent earnings-per-share figure. In order to achieve this goal, they caused a senior Enron executive to release improperly millions of dollars of "prudency" reserves from Enron's energy trading business into earnings. * Concealing EES Failures. Skilling and others concealed massive losses in EES by fraudulently manipulating Enron's "business segment reporting." At the close of the first quarter of 2001, Skilling and others approved moving a large portion of EES's business into Enron Wholesale under the guise of reorganizing Enron's business segments. Skilling and others knew that the reorganization was designed to fraudulently conceal hundreds of millions of dollars in losses at EES, Enron's heavily touted retail energy trading business, losses which Enron otherwise would have had to report. Enron moved the losing portion of EES's business into Enron Wholesale because Enron Wholesale had ample earnings, including the massive reserve accounts described above, to absorb EES's huge losses while continuing to meet Enron's budget targets. * Promoting EBS to Manufacture Earnings. Skilling and others fraudulently promoted EBS at Enron's Jan. 20, 2000, corporate analyst conference and manufactured earnings from the resulting increase in Enron's stock price. At the analyst conference, Skilling and others knowingly made false and misleading statements about the status of EBS's broadband network, EBS's proprietary "network control software," and the "conservative" value - $30 billion - of EBS's business. In reality, EBS had neither the broadband network that Skilling claimed, nor the critical proprietary network control software to run it. In addition, Skilling inflated the value of EBS by billions of dollars over what both internal and external valuations had advised. Knowing about the planned EBS presentation, Skilling and others - prior to the analyst conference - constructed and approved a scheme that allowed Enron to recognize approximately $85 million in earnings from the increase in the value of its stock. The earnings were recorded through a partnership interest Enron held in a large energy investment named JEDI that held, as on of its investment holdings, Enron stock. In connection with the Jan. 20, 2000, analyst conference, Enron and JEDI purportedly executed a series of transactions, known as "Project Greyhawk," that allowed JEDI's income to increase as the price of Enron's stock increased. Project Greyhawk allowed Enron to recognize, through its partnership interest in JEDI, approximately $85 million in earnings as a result of the manufactured increase in Enron stock from the false and misleading presentation at the analyst conference. * Use of SPEs and LJM Partnerships to Manipulate Financial Results. Enron entered into fraudulent transactions with LJM Cayman, L.P and LJM2 Co-Investment, L.P. (collectively, LJM), two unconsolidated partnerships created and managed by Andrew Fastow, Enron's then-Chief Financial Officer, when Skilling and others knew that LJM was not a legitimate third party acting independently from Enron. Enron used transactions with LJM to manipulate its financial results. For example, Enron and LJM engaged in a series of financial transactions with four SPEs called Raptor I, Raptor II, Raptor III and Raptor IV (collectively referred to as the "Raptors"). Skilling, Causey, Fastow and others used the Raptors to manipulate fraudulently Enron's reported financial results. They designed Raptor I, among other things, to protect Enron from having to report publicly decreases in value in large portions of its energy "merchant asset portfolio" and technology investments by allowing Enron to "hedge" the value of those investments with an allegedly independent third party, known as Talon. The Raptor I structure, however, was invalid under applicable accounting rules because, among other things, (i) Talon was not independent from Enron and LJM's investment in Talon was not at risk, and (ii) Causey and Fastow had entered into an oral side agreement that LJM would receive its initial investment in Talon ($30 million) plus a large profit ($11 million) from Enron, all prior to Talon engaging in any of the hedging transactions. As a quid pro quo for this payment, Fastow agreed with Causey that Enron employees could use Raptor I to manipulate Enron's financial statements, including by allowing Enron employees, without negotiation or due diligence by LJM, to select the values at which the Enron assets were hedged with Talon. Skilling was informed of and approved Fastow's deal with Causey in order to ensure that Enron achieved the financial reporting goals for which Raptor I was designed, even though it was clear that the Raptor I structure was not a true hedging device. In another transaction - the "Cuiaba project" - Skilling and others used LJM to move a poorly performing asset temporarily off Enron's balance sheet, when in fact such off-balance-sheet treatment was improper. When no true third-party buyer could be found, Skilling and others caused Enron to "sell" a portion of Enron's interest in the Cuiaba project to LJM for $11.3 million. LJM agreed to "buy" this interest only because Skilling, Causey, Fastow and others, in an undisclosed side deal, agreed that Enron would buy back the interest, if necessary, at a profit to LJM. Based on this purported "sale," which was in fact an asset parking or warehousing arrangement, Enron improperly recognized approximately $65 million in income in the third and fourth quarters of 1999. In the spring of 2001, even though the project was approximately $200 million over budget, Skilling, Causey and Fastow agreed that Enron would buy back LJM's interest in the Cuiaba project at a considerable profit to LJM. After agreeing to execute the repurchase, Skilling, Causey, Fastow and others delayed consummating the deal until Fastow sold his interest in LJM so that Fastow's role in the transaction would not have to be publicly disclosed. In the "Nigerian barge" transaction, Skilling and others agreed to a sham "sale" of an interest in certain power-producing barges off the coast of Nigeria to Merrill Lynch so that Enron could meet its fourth quarter 1999 budget targets. In order to induce Merrill Lynch to enter into the transaction, Enron promised - in an oral and undisclosed "handshake" deal - that Merrill Lynch would receive a return of its investment plus an agreed-upon profit within six months. As a result, Merrill Lynch's equity investment was not "at risk" and Enron should not have treated the transaction as a sale from which it could record earnings and cash flow. In June 2000, Enron delivered on its "handshake" promise. Causey and Fastow ensured that LJM repurchased the Nigerian barges from Merrill Lynch at the agreed-upon profit. * Insider Trading. Skilling profited from the scheme to defraud by selling large amounts of Enron stock at the inflated prices. These trades also occurred while Skilling was in possession of material non-public information, including information about Enron's actual financial performance and the failure of its business units as described above. From April 2000 to September 2001, Skilling sold over one million shares of Enron stock that generated unlawful proceeds of approximately $63 million. The Commission brought this action in coordination with the Department of Justice Enron Task Force, which filed related criminal charges against Skilling. The Commission's investigation is continuing. [SEC v. Richard A. Causey and Jeffrey K. Skilling, Civil Action No. H-04-0284 (Harmon) SDTX (Amended Complaint)] (LR-18582; AAE Rel. 1959; Press Rel. 2004-18) ADDITIONS AND CORRECTIONS A summary in the February 17th issue of the Digest, concerning Dean A. Nichols, omitted the Civil Action No. and the Accounting and Auditing Release No. The cite should have appeared as follows: [SEC v. Dean A. Nichols, Civil Action No. 04-641, USDC, D.NJ, Harold A. Ackerman] (LR- 18578; AAE Rel. No. 1958). INVESTMENT COMPANY ACT RELEASES HENNION & WALSH, ET AL. A notice has been issued giving interested persons until March 12, 2004, to request a hearing on an application filed by Hennion & Walsh, Inc. (Sponsor), Smart Trust, EST Symphony Trust, The Pinnacle Family of Trusts, Equity Securities Trust and Schwab Trusts. Applicants request an order (a) under Sections 6(c) of the Investment Company Act for exemptions from Sections 2(a)(32), 2(a)(35), 22(d) and 26(a)(2)(C) of the Act and Rule 22c-1 thereunder to permit certain unit investment trusts to impose sales charges on a deferred basis and waive the deferred sales charge in certain cases; (b) under Sections 11(a) and 11(c) of the Act to approve certain exchange and rollover privileges and conversion offers; (c) under Section 6(c) of the Act for exemptions from Sections 14(a) and 19(b) of the Act and Rule 19b-1 thereunder to permit the unit investment trust series to publicly offer units without requiring the Sponsor to take for its own account or place with others $100,000 worth of units; (d) under Section 6(c) of the Act for exemptions from Section 19(b) of the Act and Rule 19b-1 thereunder to permit the unit investment trust series to distribute capital gains resulting from the sale of portfolio securities within a reasonable time after receipt; and (e) under Sections 6(c) and 17(b) of the Act to permit the trust series to sell portfolio securities of a terminating series of the trust to a new series of the trust. (Rel. IC-26353 - February 17) SELF-REGULATORY ORGANIZATIONS APPROVAL OF PROPOSED RULE CHANGES The Commission approved a proposed rule change (SR-ISE-2003-37) submitted by the International Securities Exchange to automate the procedure for executing the stock leg(s) of a stock-option order and to allow for the execution of the options leg(s) of a stock-option order in penny increments. (Rel. 34-49251) The Commission approved a proposed rule change (SR-PCX-2003-49) submitted by the Pacific Exchange eliminating the requirement that market makers with no public accounts and who do not solicit public accounts, maintain certain information barriers. Publication of the order in the Federal Register is expected during the week of February 23. (Rel. 34-49264) PROPOSED RULE CHANGES The National Association of Securities Dealers filed a proposed rule change (SR-NASD-2004-02) and Amendment No. 1 thereto to amend NASD Rule 4300A to require an NASD Alternative Display Facility (ADF) Market Participant to provide advance written notice to NASD's ADF Market Operations before denying electronic access to its ADF quote to any NASD member. Publication of the proposal in the Federal Register is expected during the week of February 23. (Rel. 34-49252) The Pacific Exchange filed a proposed rule change (SR-PCX-2004-05) to impose a connectivity fee applicable to non-members that maintain a connectivity line with the exchange. Publication of the proposal in the Federal Register is expected during the week of February 23. (Rel. 34- 49263) IMMEDIATE EFFECTIVENESS OF PROPOSED RULE CHANGES A proposed rule change (SR-NASD-2004-019) filed by the National Association of Securities Dealers, through its subsidiary, The Nasdaq Stock Market, Inc., and Amendments No. 1 and 2 thereto, clarifying the application of SuperMontage fees and rebates relating to discretionary orders, has become effective under Section 19(b)(3)(A) of the Securities Exchange Act of 1934. Publication in the Federal Register is expected during the week of February 23. (Rel. 34-49265) A proposed rule change (SR-NASD-2004-015) filed by the National Association of Securities Dealers, through its subsidiary, The Nasdaq Stock Market, Inc., and Amendment No. 1 thereto, restoring the pre-trade only anonymity function for SuperMontage, has become effective under Section 19(b)(3)(A) of the Securities Exchange Act of 1934. Publication in the Federal Register is expected during the week of February 23. (Rel. 34-49266) 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 PALATIN TECHNOLOGIES INC, 4C CEDAR BROOK DRIVE, CRANBURY, NJ, 08512, 609-495-2200 - 8,041,375 ($26,938,606.25) Equity, (File 333-112908 - Feb. 18) (BR. 01) S-8 SBS INTERACTIVE CO, 37 PRINCE ARTHUR ROAD, SUITE 300, TORONTO ONTARIO CANA, A6, M5R1E2, 4169611409 - 1,000,000 ($100,000.00) Equity, (File 333-112910 - Feb. 18) (BR. 08) S-4 NEVADA POWER CO, 6226 W SAHARA AVE, LAS VEGAS, NV, 89146, 7023675000 - 350,000,000 ($350,000,000.00) Non-Convertible Debt, (File 333-112911 - Feb. 18) (BR. 02) S-8 ASIAINFO HOLDINGS INC, 4/F ZHONGDIAN INFORMATION TOWER 6, ZHONGGUANCUN SOUTH STREET HAIDIAN, BEIJING P R CHINA, F4, 100086, 00861062501658 - 4,109,590 ($28,053,268.00) Equity, (File 333-112912 - Feb. 18) (BR. 08) S-8 SONO TEK CORP, 2012 RT 9W BLDG 3, MILTON, NY, 12547, 8457952020 - 2,552,562 ($1,346,294.22) Equity, (File 333-112913 - Feb. 18) (BR. 36) S-3 HANOVER CAPITAL MORTGAGE HOLDINGS INC, 379 THORNALL STREET, 2ND FLOOR, EDISON, NJ, 08837, 732-548-0101 - 150,000,000 ($150,000,000.00) Equity, (File 333-112914 - Feb. 18) (BR. 08) S-8 ZKID NETWORK CO, 445 WEST ERIE STREET, SUITE 106B, CHICAGO, IL, 60610, 3126540733 - 0 ($498,200.00) Equity, (File 333-112925 - Feb. 18) (BR. 09) S-3 PROVO INTERNATIONAL INC, ONE BLUE HILL PLAZA, STE 1548, PEARL RIVER, NY, 10965, 9146238553 - 6,750,000 ($4,049,999.00) Equity, (File 333-112926 - Feb. 18) (BR. 37) S-8 CITIGROUP INC, 399 PARK AVENUE, NEW YORK, NY, 10043, 2125591000 - 0 ($9,793,000,000.00) Equity, (File 333-112928 - Feb. 18) (BR. 07) S-3 DUQUESNE LIGHT CO, 411 SEVENTH AVENUE (15-040), P O BOX 1930, PITTSBURGH, PA, 15219, 4123936000 - 0 ($200,000,000.00) Non-Convertible Debt, (File 333-112929 - Feb. 18) (BR. 02) S-8 TEVA PHARMACEUTICAL INDUSTRIES LTD, 5 BAZEL ST, P O B 3190, PETACH TIKVA, L3, 49131, 1,100,000 ($53,032,691.76) ADRs/ADSs, (File 333-112930 - Feb. 18) (BR. 01) S-8 SILVER SCREEN STUDIOS INC, 25,000,000 ($575,000.00) Equity, (File 333-112931 - Feb. 18) (BR. 08) S-8 MAUI LAND & PINEAPPLE CO INC, PO BOX 187, 120 KANE ST, KAHULUI MAUI, HI, 96732, 8088773351 - 500,000 ($16,873,900.00) Equity, (File 333-112932 - Feb. 18) (BR. 04) S-8 WELLPOINT HEALTH NETWORKS INC /DE/, 8187034000 - 0 ($219,513,702.91) Equity, (File 333-112933 - Feb. 18) (BR. 01) S-8 GLOBAL PAYMENT TECHNOLOGIES INC, 20 EAST SUNRISE HIGHWAY, SUITE 201, VALLEY STREAM, NY, 11788, 5162311177 - 300,000 ($1,153,780.00) Equity, (File 333-112934 - Feb. 18) (BR. 03) S-8 SIGA TECHNOLOGIES INC, 420 LEXINGTON AVE, SUITE 601, NEW YORK, NY, 10170, 2126729100 - 7,628,939 ($17,593,588.00) Equity, (File 333-112935 - Feb. 18) (BR. 01) S-8 ENERGY PRODUCERS INC, 7944 E BECK LANE, SUITE 200, SCOTTSDALE, AZ, 85260, 2,500,000 ($450,000.00) Equity, (File 333-112936 - Feb. 18) (BR. 08) S-8 IQ BIOMETRIX INC, 10600 N DE ANZA BOULEVARD, CUPERTINO, CA, 95014, 5592222229 - 1,000,000 ($1,460,000.00) Equity, (File 333-112937 - Feb. 18) (BR. 03) S-8 OTISH MOUNTAIN DIAMOND CO, SUITE NO. 3362, 349 WEST GEORGIA STREET, VANCOUVER, A1, V6B 3Y3, 604-484-2899 - 20,000,000 ($6,600,000.00) Equity, (File 333-112938 - Feb. 18) (BR. 09) S-8 EMCOR GROUP INC, 301 MERRITT SEVEN CORPORATE PK, 6TH FLOOR, NORWALK, CT, 06851, 2038497873 - 1,744,533 ($71,961,987.00) Equity, (File 333-112940 - Feb. 18) (BR. 06) S-8 COAST FINANCIAL HOLDINGS INC, 2412 CORTEZ ROAD WEST, BRADENTON, FL, 34207, 9417525900 - 405,000 ($5,261,336.00) Equity, (File 333-112941 - Feb. 18) (BR. 07) S-4 PHIBRO ANIMAL HEALTH CORP, ONE PARKER PLZ, FORT LEE, NJ, 07024, 2019446020 - 105,000 ($105,000,000.00) Non-Convertible Debt, (File 333-112942 - Feb. 18) (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 ------------------------------------------------------------------------------------------------ ACADIA REALTY TRUST MD X X 02/17/04 ACCREDITED HOME LENDERS INC DE X X 02/17/04 ADAM INC GA X X X 02/17/04 ADC TELECOMMUNICATIONS INC MN X X X 02/18/04 ADVANCE AUTO PARTS INC DE X X 02/18/04 AEARO CORP DE X 12/31/03 AETHER SYSTEMS INC DE X X 02/17/04 AIR PRODUCTS & CHEMICALS INC /DE/ DE X X 02/17/04 ALEXANDERS INC DE X X 02/18/04 ALLEGHENY TECHNOLOGIES INC DE X X 02/16/04 AMEND ALLIANCE BANCSHARES CALIFORNIA CA X X 02/18/04 ALLIED CAPITAL CORP MD X X X 02/17/04 AMC ENTERTAINMENT INC DE X X 02/18/04 AMERICAN ECOLOGY CORP DE X 02/18/04 AMERICAN LAND LEASE INC DE X X 02/12/04 AMERICAN SOFTWARE INC GA X X 02/18/04 AMERICAN SOIL TECHNOLOGIES INC NV X X 02/17/04 AMERICAN TOWER CORP /MA/ DE X X 02/18/04 AMERICAN VANTAGE COMPANIES NV X X 02/03/04 AMERIGROUP CORP X X 02/17/04 AMERIQUEST MORTGAGE SECURITIES INC AS DE X 01/23/04 AMERITRANS CAPITAL CORP DE X X 02/17/04 AMERIVEST PROPERTIES INC MD X 02/13/04 ANALYTICAL SURVEYS INC CO X X 02/18/04 ANSOFT CORP PA X X 02/18/04 ANTIGENICS INC /DE/ DE X 02/18/04 ANZA INNOVATIONS NV X X 02/17/04 APPLEBEES INTERNATIONAL INC DE X 02/18/04 APPLIED MATERIALS INC /DE DC X X 02/18/04 APRIA HEALTHCARE GROUP INC DE X X 12/31/03 ARGENT SECURITIES INC X X 02/17/04 ASSET BACKED SEC CORP HOME EQUITY LOA DE X 02/18/04 AMEND ASTA FUNDING INC DE X X 02/18/04 AXSYS TECHNOLOGIES INC DE X 02/18/04 BAD TOYS INC NV X X 02/04/04 BB&T CORP NC X 02/18/04 BELLSOUTH CORP GA X 02/17/04 AMEND BENTLEY PHARMACEUTICALS INC DE X X 02/18/04 BERRY PETROLEUM CO DE X X 02/18/04 BOND SECURITIZATION ASSET-BACKED CERT DE X X 12/25/03 AMEND BOSTON LIFE SCIENCES INC /DE DE X X 02/17/04 BOSTON PRIVATE FINANCIAL HOLDINGS INC MA X X 02/17/04 BRADY CORP WI X 02/18/04 BRAVO FOODS INTERNATIONAL CORP DE X X 02/11/04 CABOT OIL & GAS CORP DE X X 02/17/04 CAPRIUS INC DE X 02/13/04 CB RICHARD ELLIS GROUP INC DE X 02/18/04 CEC ENTERTAINMENT INC KS X X 12/28/03 CFC INTERNATIONAL INC DE X 12/31/03 CHAMPION ENTERPRISES INC MI X X 02/18/04 CHAMPION ENTERPRISES INC MI X X 02/18/04 CHASE MORTGAGE FINANCE CORP DE X X 02/18/04 CHEESECAKE FACTORY INCORPORATED DE X 02/17/04 CHURCHILL DOWNS INC KY X X 12/31/03 CINGULAR WIRELESS LLC DE X 02/17/04 AMEND CNF INC DE X X 01/31/04 COAST FINANCIAL HOLDINGS INC X X 02/17/04 COCA COLA ENTERPRISES INC DE X X 02/17/04 COLLECTORS UNIVERSE INC DE X X 02/18/04 COMDISCO HOLDING CO INC DE X X 02/17/04 COMMERCIAL CAPITAL BANCORP INC NV X X 02/18/04 COMMUNITY BANCORP OF NEW JERSEY NJ X X 02/16/04 COMMUNITY CAPITAL BANCSHARES INC X 02/10/04 COMPUCREDIT CORP GA X X 02/17/04 COMPUTER HORIZONS CORP NY X X 02/18/04 CONNECTIV CORP DE X X 02/18/04 AMEND CORNERSTONE REALTY INCOME TRUST INC VA X 02/17/04 COSTAR GROUP INC DE X 02/17/04 COVAD COMMUNICATIONS GROUP INC DE X X 02/18/04 CREDIT SUISSE FIRST BOSTON MORTGAGE S DE X 02/18/04 CROSS A T CO RI X 02/18/04 CROSSTEX ENERGY LP DE X X X 02/17/04 CUMULUS MEDIA INC DE X X 02/17/04 CYBEROPTICS CORP MN X X 02/18/04 DAKTRONICS INC /SD/ SD X 01/31/04 DATA I/O CORP WA X 12/31/03 DATARAM CORP NJ X X 02/18/04 DECODE GENETICS INC DE X X 02/17/04 DEUTSCHE MORTGAGE SECURITIES INC X X 02/18/04 DEUTSCHE MORTGAGE SECURITIES INC X X 02/18/04 DEVELOPERS DIVERSIFIED REALTY CORP OH X 02/17/04 DIGITAS INC DE X 02/04/04 DISCOVERY PARTNERS INTERNATIONAL INC DE X 02/18/04 DOBSON COMMUNICATIONS CORP OK X X X 02/18/04 DOWNEY FINANCIAL CORP DE X X 01/31/04 DRESSER INC DE X X 02/17/04 DREYERS GRAND ICE CREAM HOLDINGS INC DE X X 02/17/04 DYAX CORP DE X 02/18/04 EAGLE BROADBAND INC TX X 02/18/04 EAPI ENTERTAINMENT INC X X 12/19/03 AMEND EARTHLINK INC DE X X 02/17/04 ECOLLEGE COM DE X X 02/18/04 EFJ INC DE X X 02/18/04 EMCORE CORP NJ X X 02/17/04 AMEND EMERGING VISION INC NY X X 02/17/04 ENDURANCE SPECIALTY HOLDINGS LTD X X 02/18/04 ENPATH MEDICAL INC MN X X 02/18/04 ENRON CORP/OR/ OR X X 02/18/04 ENVIRONMENTAL ELEMENTS CORP DE X X 02/18/04 EVANS BANCORP INC NY X 02/18/04 EVANS BANCORP INC NY X X 01/27/04 AMEND EXPEDITORS INTERNATIONAL OF WASHINGTO WA X 02/16/04 EXPRESS SCRIPTS INC DE X X 02/17/04 EXXON MOBIL CORP NJ X X 02/18/04 FAB INDUSTRIES INC DE X X 02/18/04 FEDERAL MOGUL CORP MI X 02/18/04 FEDERAL SIGNAL CORP /DE/ DE X 02/12/04 FERRELLGAS PARTNERS L P DE X 02/18/04 FIRST CHESAPEAKE FINANCIAL CORP VA X 02/11/04 FIRST INTERSTATE BANCSYSTEM INC MT X X X 02/18/04 FIRST PACTRUST BANCORP INC MD X X 02/17/04 FIRST PACTRUST BANCORP INC MD X X 02/18/04 AMEND FLANDERS CORP NC X 02/18/04 FLUSHING FINANCIAL CORP DE X X 02/18/04 FOOTSTAR INC DE X X 09/12/03 FRANKLIN BANK CORP X X 02/17/04 FURNITURE BRANDS INTERNATIONAL INC DE X X 02/17/04 GALAXY NUTRITIONAL FOODS INC DE X X 02/17/04 GAMESTOP CORP DE X X 02/18/04 GARDEN FRESH RESTAURANT CORP /DE/ DE X X 02/05/04 GEVITY HR INC FL X X 02/17/04 GEXA CORP TX X X 02/18/03 GFSB BANCORP INC DE X X 02/13/04 GLADSTONE CAPITAL CORP MD X X 02/17/04 GREENWICH CAPITAL ACCEPTANCE INC HARB DE X 02/18/04 GROUP 1 AUTOMOTIVE INC DE X 02/18/04 GS MORTGAGE SECURITIES CORP DE X X 02/17/04 GSI COMMERCE INC DE X X 02/18/04 HAMMONS JOHN Q HOTELS INC DE X X 02/18/04 HARLEYSVILLE NATIONAL CORP PA X 02/17/04 HARTCOURT COMPANIES INC UT X 02/18/04 HARTCOURT COMPANIES INC UT X 02/18/04 HEALTHETECH INC X X X X 02/17/04 HEI INC MN X X 02/18/04 HEINZ H J CO PA X 02/18/04 HERITAGE FINANCIAL HOLDING X X 02/12/04 HERSHEY FOODS CORP DE X 02/18/04 HUGHES ELECTRONICS CORP DE X 02/18/04 HUTTIG BUILDING PRODUCTS INC DE X X X 02/13/04 IBT BANCORP INC PA X X 02/12/04 ICEWEB INC DE X X 02/18/04 INDEVUS PHARMACEUTICALS INC DE X X 02/13/04 INDYMAC MBS INC X X 02/18/04 INFINITY PROPERTY & CASUALTY CORP OH X X 02/18/04 INFOSPACE INC DE X X 02/17/04 INSIGHTFUL CORP DE X X 02/18/04 INSIGNIA SYSTEMS INC/MN MN X X 02/18/04 INTELLISYNC CORP DE X X 02/17/04 INTER PARFUMS INC DE X 02/16/04 AMEND INTER TEL INC AZ X X 02/17/04 INTERCARE DX INC CA X 02/17/04 INTERNATIONAL ALUMINUM CORP CA X X 02/18/04 INTUIT INC DE X X 02/18/04 INVERNESS MEDICAL INNOVATIONS INC DE X X 02/18/04 IPAYMENT INC DE X 02/18/04 ISLE OF CAPRI CASINOS INC DE X 02/18/04 ISONICS CORP CA X 02/17/04 ITLA CAPITAL CORP CA X 02/18/04 ITXC CORP NJ X 02/18/04 JACK IN THE BOX INC /NEW/ DE X X 02/18/04 JLG INDUSTRIES INC PA X X X 02/18/04 JONES APPAREL GROUP INC PA X X 02/18/04 JUNIATA VALLEY FINANCIAL CORP PA X 02/18/04 K2 INC DE X X 02/17/04 KNOT INC DE X X 02/18/04 KOS PHARMACEUTICALS INC FL X X 02/18/04 KOSS CORP DE X X X 02/13/04 LCA VISION INC DE X 02/18/04 LIBERTY STAR GOLD CORP NV X X 02/03/04 LIGHTPATH TECHNOLOGIES INC DE X X 02/18/04 LIVE GLOBAL BID INC NV X X X 12/18/03 AMEND LOGILITY INC GA X 02/18/04 LONE STAR TECHNOLOGIES INC DE X 02/18/04 M&T BANK CORP NY X X 02/18/04 MALAN REALTY INVESTORS INC MI X X 02/17/04 MANUFACTURED HOME COMMUNITIES INC MD X 02/18/04 MANUFACTURED HOME COMMUNITIES INC MD X 02/18/04 MARCONI CORP PLC X0 X 02/18/04 MARTIN MIDSTREAM PARTNERS LP DE X X X 02/03/04 MASTR ADJUSTABLE RATE MORTGAGES TRUST DE X X 01/29/04 MAUI LAND & PINEAPPLE CO INC HI X X 02/18/04 MCLEODUSA INC DE X 02/18/04 MDI TECHNOLOGIES INC DE X 02/06/04 MEADE INSTRUMENTS CORP DE X 02/17/04 MEADOWBROOK INSURANCE GROUP INC MI X X 02/16/04 MEDAREX INC NJ X 02/18/04 MEDCO HEALTH SOLUTIONS INC DE X X 02/17/04 MEGADATA CORP NY X X 02/18/04 AMEND METRO-GOLDWYN-MAYER INC DE X X 02/18/04 MIDAMERICAN ENERGY HOLDINGS CO /NEW/ IA X X 02/18/04 MIDLAND CO OH X 02/18/04 MILLENNIUM CELL INC DE X 02/17/04 MISSION WEST PROPERTIES INC CA X 12/31/03 AMEND MOLECULAR IMAGING CORP DE X X 02/18/04 MORGAN STAN DEAN WIT CAP COM MORT PS DE X X 02/01/04 MORT ASSET SEC TRANS MORT PASS THROU DE X 02/18/04 MORTGAGE ASSET SEC TRANS INC MASTR AS DE X 02/18/04 MORTGAGE ASSET SECURITIZATION TRANSAC DE X 02/18/04 MORTGAGE PASS-THROUGH CERTIFICATES SE DE X 02/18/04 MSC SOFTWARE CORP DE X 02/18/04 MTC TECHNOLOGIES INC DE X X 02/18/04 MYOGEN INC DE X X 02/18/04 NABI BIOPHARMACEUTICALS DE X 02/18/04 NACCO INDUSTRIES INC DE X X 02/18/04 NANOGEN INC DE X 02/18/04 NATIONAL CITY AUTO RECEIVABLES TRUST DE X X 02/16/04 NATIONAL CITY CREDIT CARD MASTER TRUS X X 02/17/04 NATIONAL EQUIPMENT SERVICES INC DE X X 02/12/04 NAVIDEC INC CO X 01/30/04 NCRIC GROUP INC DC X X 02/13/04 NETBANK INC GA X X 02/17/04 NETEGRITY INC DE X 02/17/04 NEW WORLD RESTAURANT GROUP INC DE X X 02/17/04 NEW YORK COMMUNITY BANCORP INC DE X X 02/18/04 NEXPRISE INC DE X X 02/17/04 NISSAN AUTO RECEIVABLES CORP II DE X X 02/17/04 NOVAMED EYECARE INC DE X X 02/18/04 NOVEON INC DE X X 02/18/04 OLD NATIONAL BANCORP /IN/ IN X X 02/18/04 OMNIVISION TECHNOLOGIES INC DE X X 02/18/04 ONESOURCE INFORMATION SERVICES INC DE X X 02/18/04 ONESOURCE INFORMATION SERVICES INC DE X X 02/18/04 ORAGENICS INC FL X X 02/18/04 OSHKOSH B GOSH INC DE X 02/18/04 OURPETS CO CO X X 02/17/04 OVERSEAS SHIPHOLDING GROUP INC DE X X 02/13/04 OWENS ILLINOIS INC /DE/ DE X 02/18/04 P D C INNOVATIVE INDUSTRIES INC NV X X 02/16/04 P F CHANGS CHINA BISTRO INC X X 02/11/04 PALWEB CORP X 09/08/03 AMEND PDI INC DE X X 02/18/04 PEOPLES BANCORP INC OH X 02/18/04 PEOPLES BANCTRUST CO INC AL X 02/17/04 PEOPLES HOLDING CO MS X X 02/17/04 PEOPLESOFT INC DE X X 02/13/04 PEPSICO INC NC X 02/17/03 PERMIAN BASIN ROYALTY TRUST TX X X 02/17/04 PETCO ANIMAL SUPPLIES INC DE X X 02/17/04 PHARMCHEM INC DE X 02/18/04 PHILLIPS VAN HEUSEN CORP /DE/ DE X X 02/18/04 PHOTRONICS INC CT X X 02/17/04 PIONEER NATURAL RESOURCES CO DE X X 02/18/04 POSSIS MEDICAL INC MN X X 02/17/04 POZEN INC /NC X 02/18/04 PSYCHEMEDICS CORP DE X X 02/18/04 QUAKER CHEMICAL CORP PA X X 02/17/04 QUALMARK CORP CO X X 02/18/04 RAINDANCE COMMUNICATIONS INC DE X X 02/11/04 RAINIER PACIFIC FINANCIAL GROUP INC X X 02/18/04 RALCORP HOLDINGS INC /MO MO X X 02/18/04 RAYMOND JAMES FINANCIAL INC FL X 02/12/04 READERS DIGEST ASSOCIATION INC DE X 02/18/04 RENTECH INC /CO/ CO X X 02/13/04 RESIDENTIAL ASSET MORTGAGE PRODUCTS I DE X X 02/13/04 RESIDENTIAL ASSET SECURITIES CORP DE X X 02/13/04 RESOURCE BANKSHARES CORP VA X 02/18/04 REVLON INC /DE/ DE X 02/18/04 RIMAGE CORP MN X X 02/17/04 RONSON CORP NJ X X 02/18/04 SAFE TECHNOLOGIES INTERNATIONAL INC DE X X 02/13/04 SAN JUAN BASIN ROYALTY TRUST TX X X 02/17/04 SATELLITE ENTERPRISES CORP NV X 02/12/04 SAUER DANFOSS INC DE X X 01/28/04 SAVVIS COMMUNICATIONS CORP DE X 10/28/03 SAXON ASSET SECURITIES CO VA X 02/17/04 SBC COMMUNICATIONS INC DE X 02/17/04 AMEND SCOLR INC DE X X 02/17/04 SEA CONTAINERS LTD /NY/ X 02/09/04 SECOND STAGE VENTURES INC NV X 02/17/04 SEITEL INC DE X X 02/18/04 SEROLOGICALS CORP DE X X 02/18/04 SERVICEMASTER CO DE X 02/18/04 SIMEX TECHNOLOGIES INC DE X 12/05/03 AMEND SMTC CORP DE X X 02/17/04 SOCKET COMMUNICATIONS INC DE X X 02/14/04 SOMERA COMMUNICATIONS INC DE X 02/18/04 SOURCECORP INC DE X X 02/18/04 SOUTHERN PERU COPPER CORP/ DE X 02/16/04 SPECIALTY LABORATORIES INC X X X 02/18/04 SPSS INC DE X X 02/17/04 STATE STREET CORP MA X 02/17/04 STREICHER MOBILE FUELING INC FL X 02/17/04 SUMMUS INC USA FL X 02/17/04 SYNOVIS LIFE TECHNOLOGIES INC MN X X X 02/18/04 TEAMSTAFF INC NJ X X 02/17/04 TECHNOLOGY CONSULTING PARTNERS INC X X X X X 02/17/04 TELE OPTICS INC DE X X X 02/03/04 TENNECO AUTOMOTIVE INC DE X X 02/17/04 TEPPCO PARTNERS LP DE X X 02/18/04 TEREX CORP DE X 02/18/04 TEREX CORP DE X X 02/18/04 TERREMARK WORLDWIDE INC DE X X 02/17/04 THERMOGENESIS CORP DE X X 02/13/04 THREE FIVE SYSTEMS INC DE X 02/18/04 TIMELINE INC WA X 02/13/04 TL ADMINISTRATION CORP DE X X 02/18/04 TOO INC DE X X 02/18/04 TORBAY HOLDINGS INC DE X 02/17/04 TOUCH AMERICA HOLDINGS INC DE X 02/18/04 TRANSMONTAIGNE INC DE X X 02/18/04 TREASURY INTERNATIONAL INC DE X 01/28/04 TRIMEDYNE INC NV X X 01/28/04 AMEND TYCO INTERNATIONAL LTD /BER/ D0 X X 01/22/04 UIL HOLDINGS CORP CT X X 02/18/04 UNISOURCE ENERGY CORP AZ X X 02/17/04 UNITED DOMINION REALTY TRUST INC MD X X 02/18/04 UNITED FIRE & CASUALTY CO IA X X 02/13/04 UNITED NATIONAL GROUP LTD E9 X 02/18/04 UNITED RETAIL GROUP INC/DE DE X 01/31/04 UPC POLSKA LLC DE X X 02/18/04 US ENERGY CORP WY X X 01/30/04 VALENTIS INC DE X X 02/18/04 VAXGEN INC DE X X 02/17/04 VENDINGDATA CORP NV X X 02/17/04 VIASYS HEALTHCARE INC DE X X 02/18/04 VOICE POWERED TECHNOLOGY INTERNATIONA CA X X 02/10/04 WASTE INDUSTRIES USA INC NC X X 02/17/04 WEIRTON STEEL CORP DE X 02/18/04 WEIRTON STEEL CORP DE X 02/18/04 WESTPOINT STEVENS INC DE X 12/31/03 WESTPORT RESOURCES CORP /NV/ NV X 02/18/04 WESTWOOD ONE INC /DE/ DE X 12/31/03 WORLD AIRWAYS INC /DE/ DE X X 02/18/04 WORLD WRESTLING ENTERTAINMENTINC DE X X 02/17/04 WORLDWIDE RESTAURANT CONCEPTS INC DE X X 02/18/04 XFONE INC NV X 02/18/04 YANKEE CANDLE CO INC X X 02/18/04 YOUBET COM INC DE X X 02/18/04 ZANETT INC DE X 12/04/03 AMEND ZIM CORP A6 X X 02/10/04 ZOOM TECHNOLOGIES INC DE X 01/17/04 MCDONALDS CORP DE X 02/17/04 NETGURU INC DE X X 02/12/04 PLAINS EXPLORATION & PRODUCTION CO DE X X 02/12/04 AMEND UNIT CORP DE X X 02/18/04