SEC NEWS DIGEST Issue 2002-120 June 21, 2002 COMMISSION ANNOUNCEMENTS COMMISSION FORMALLY PROPOSES FRAMEWORK OF A PUBLIC ACCOUNTABILITY BOARD On June 20, the Securities and Exchange Commission voted unanimously to propose rules to reform oversight and improve accountability of auditors of public companies, thereby enhancing the reliability and integrity of the financial reporting process. The proposed rules establish the framework for a Public Accountability Board -- a system of "private sector" (but not "self") regulation that would not be under the control of the accounting profession. The structure is intended to supplement the SEC's oversight and enforcement efforts by expanding the opportunities to detect and remedy ethical lapses or deficiencies in competence, thereby complementing the Commission's enforcement efforts. "Investor confidence is the bedrock of our markets," said SEC Chairman Harvey L. Pitt. "Ineffective oversight of public company audits damages that confidence. Our proposal will help restore investor faith by ensuring strong and effective regulation of the accounting profession. In putting forth this proposal, we begin a process that ensures real change before year's end." The proposed rules are based on months of extensive public input, including comments received during a series of SEC-sponsored Roundtables and the SEC's first Investor Summit. Additional public input on the rule proposals is critical. The rule will be open to comment for 60 days after publication in the Federal Register. Key provisions of the proposed rules include: * Membership. To assure that the benefits of the new regulatory regime extend to investors in all public companies, the financial statements of SEC- registered companies would not be deemed to comply with Commission requirements unless the company's outside auditors were members of a PAB. To ensure that a PAB has access to diverse, non-discretionary, funding and full information about audits, an SEC-registered company's financial statements also would not comply with Commission requirements unless the company was an adjunct member of, and thereby bound to cooperate in any review or proceeding commenced by, the same PAB as its accountants. * SEC Oversight. The Commission would recognize a PAB after reviewing, and being satisfied with, among other things, the entity's proposed structure, charter, by-laws, rules, stated practices, proposed budget, proposed board members, membership requirements, systems, and procedures. The SEC would also oversee selection or termination of PAB board members, and the authority to review, alter, modify or abrogate any PAB rule or disciplinary sanction. * Independent PAB Board. To ensure independence from the accounting profession, a PAB would be dominated by persons not associated with the accounting profession. This requirement likely would be met by a board with nine members - no fewer than six of whom are independent public members, and no more than three of whom are practicing or retired members of the public accounting profession. The latter members would provide needed current expertise, but possible accounting profession members would expressly not have any vote in, or say about, a PAB's determinations regarding disciplinary actions or findings about, and sanctions to be imposed on, members. * Independent PAB Funding. A PAB will have a dependable, uninterrupted, non-discretionary funding source, from both its accounting firm members and public company adjunct members, to ensure that its funding is not based on discretionary payments or on funding exclusively by the accounting profession. * Strong Oversight by PAB. Accounting firms, individual accountants, public companies and their management would be required and obligated to cooperate with PAB quality control reviews and disciplinary proceedings, and a PAB would determine appropriate document retention guidelines for its member firms. Failure to cooperate could result in suspension of the right to conduct public audits. A PAB's efforts would be directed at enforcing ethical and competency standards respecting accounting firms and individual accountants. A PAB would not conduct any roving investigations of public companies. * PAB Quality Control Reviews. A PAB will directly perform quality control reviews of audit procedures and practices, at least annually for large firms (those that audit approximately 80% of SEC-registered U.S. public companies) and at least triennially for all other firms. Such reviews will be designed to ensure that audit firms have quality control policies and procedures regarding, among other things: (i) independence, integrity and objectivity of audits; (ii) personnel management; (iii) acceptance and continuation of audit clients; (iv) audit performance; (v) audit methodology; and (vi) consultation and resolution of differences of professional opinion during audits. In addition to the above items, quality control reviews would address, among other things: (i) rotation of audit personnel; (ii) independent partner reviews of audits; (iii) consulting services; (iv) reporting termination of auditor engagements to the Commission; (v) assisting in audits by foreign associated firms; (vi) reporting litigation alleging violations of the securities laws; and (vii) partners and employees of auditors joining clients. * PAB Disciplinary Powers. A PAB will be responsible for conducting public disciplinary proceedings and imposing a broad range of disciplinary sanctions against its accounting firm and individual accountant members, including fines, censures, removal from client engagements, limitations on activities and suspension from auditing either specific SEC clients, or all SEC clients for a time certain, or an unlimited time. A PAB may discipline individual accountants for unethical or incompetent conduct or other violations of professional standards. A PAB may discipline accounting firms for not having quality control systems that meet the highest professional standards or for not complying with such systems in a way that provides reasonable assurance that the firm meets or exceeds professional standards in its audit, review or attest engagements. * Audit Standard Setting. A PAB will have the responsibility for assuring high ethics, auditing, and quality control standards, either by setting them directly or by relying on and overseeing designated private sector bodies as authoritative sources of such standards. (A PAB will not, however, establish GAAP, which would continue to be established by the FASB, subject to revitalized and revamped SEC oversight). Archives of the audio and video webcasts of the Open Commission Meeting are available on the SEC website, www.sec.gov. (Press Rel. 2002-91) ENFORCEMENT PROCEEDINGS COMMISSION SANCTIONS INVESTMENT ADVISER AND PRESIDENT FOR CHARGING $1.7 MILLION IN EXCESSIVE COMMISSIONS AND FAILING TO SEEK BEST EXECUTION On June 20, the Commission imposed sanctions and a cease-and-desist order against Portfolio Advisory Services, LLC (PAS) and its president, Cedd L. Moses, for overcharging $1.7 million in commissions from 1993 to 2000 and misrepresenting to the Commission and clients that it would seek best execution of client trades. Best execution generally refers to an investment adviser's obligation to seek to execute securities transactions for clients on terms that are the most favorable to the client under the circumstances. PAS used the $1.7 million in excess commissions to compensate five registered representatives for client referrals. PAS and Moses agreed to settle the charges, without admitting or denying the Commission's findings, pursuant to a public administrative and cease- and-desist proceeding. As part of the settlement, Los Angeles-based PAS and Moses agreed not to commit further violations of the antifraud and false filing provisions of Sections 206(2) and 207 of the Investment Advisers Act of 1940. They also agreed to pay, jointly and severally, a $50,000 civil penalty. In May 2000, the Commission's Office of Regulation discovered PAS's practice of overcharging commissions by needlessly interpositioning a broker-dealer between clients and a market maker for over-the-counter trades. This interpositioning was contrary to its disclosure that PAS would seek best execution. In addition, PAS failed to disclose that: (1) those $1.7 million in commissions were paid after trades were already completed on a principal basis; (2) the referring broker-dealer provided no execution services; and (3) the commissions paid to the referring broker-dealer exceeded the markups or markdowns already charged by the market maker. After PAS learned of the investigation by the Commission's Division of Enforcement, PAS reimbursed clients in January 2001 the $1.7 million in excessive commissions. (Rel. IA-2038; File No. 3-10807) SEC SUES FORMER TOP EXECUTIVES OF RITE AID CORPORATION FOR ACCOUNTING FRAUD AND SETTLES RELATED PROCEEDINGS WITH RITE AID AND ANOTHER FORMER EXECUTIVE The Commission announced that it filed accounting fraud charges in federal district court in the Middle District of Pennsylvania against three former senior executives of Rite Aid Corporation, the nationwide drug store chain based in Harrisburg, Pennsylvania. The Commission also announced that on June 21 it instituted settled cease-and-desist proceedings against Rite Aid and its former president and COO Timothy J. Noonan. In the civil action, the Commission charged that Martin L. Grass, Rite Aid's former long-time CEO, Frank M. Bergonzi, the drug chain's former CFO, and Franklin C. Brown, the former vice chairman and chief legal officer, were responsible for one of the most egregious financial frauds in recent history. The Commission also charged Grass and Brown with concealing certain related party transactions that enriched Grass at shareholder expense, and charged Grass with fabricating Board committee minutes in order to support a lie he told in connection with obtaining a loan critical to keeping Rite Aid in business. The Commission is seeking permanent injunctions prohibiting violations of the antifraud, reporting, books and records, internal controls, and other provisions of the Securities of 1933 and the Securities Exchange Act of 1934; civil money penalties; bars against acting as officers and directors of public companies; and disgorgement of ill-gotten gains, including performance-based bonuses. The Commission alleges that Grass, Bergonzi, and Brown conducted a wide- ranging accounting fraud scheme that resulted in the significant inflation of Rite Aid's net income in every quarter from May 1997 to May 1999. After the discovery of improper and unsubstantiated accounting transactions, in July and October 2000 Rite Aid restated cumulative pretax income by a massive $2.3 billion dollars and cumulative net income by $1.6 billion dollars. Rite Aid's restatement was, and to this day is, by far the largest financial restatement ever by a public company. The Commission's subsequent investigation of the reasons for this massive restatement resulted in the current charges against the company and its former top managers. From at least March 1997 through at least September 1999, the Defendants engaged in a fraudulent scheme to misrepresent Rite Aid's financial condition and results of operations, and to hide from public view the existence of certain transactions designed to enrich Grass at shareholder expense. They did this with the intent to enrich themselves through performance-based bonuses of stock and cash, and to keep the price of Rite Aid stock from falling as it would have if the public knew the truth about Rite Aid's actual financial condition and results of operations. At the Defendants' direction and/or with their knowledge, for over two years Rite Aid's accounting staff entered into Rite Aid's books and records various kinds of false and misleading accounting entries based on unsubstantiated or otherwise inadequate information, frequently in violation of Generally Accepted Accounting Principles (GAAP). The information was generally supplied by Bergonzi but on occasion was also supplied by and/or originated with Grass or Brown. As a result of the misleading accounting entries, all of Rite Aid's publicly reported financial statements from 1997 through May 2000 were materially false or misleading, as were its registration statements and other documents relating to Rite Aid's offerings of securities. The misleading accounting entries enabled Rite Aid to report positive net income when in fact Rite Aid should have reported materially lower income or losses for the affected periods. For example, Rite Aid's reported pre-tax income was inflated by at least $214.3 million dollars for the fiscal year ended February 27, 1999 (FY 1999), turning Rite Aid's actual loss of $14.7 million into a large reported profit. Rite Aid's pre-tax income was overstated by 54% for the first quarter of the period ended May 29, 1999 (the first quarter of fiscal 2000); by 71%, 5533%, and 94% for the first three quarters of FY 1999; by a huge (but indeterminable) percentage for FY 1999 as a whole; by 38%, 66%, and 16% for the first three quarters of the fiscal year ended February 28, 1998 (FY 1998), and by 9% for FY 1998 as a whole. In addition, the Defendants were responsible for public reports that failed accurately to disclose several related party transactions by Grass, including one in which Grass arranged for Rite Aid to transfer $2.6 million to a partnership between Grass and a relative purportedly for the purpose of purchasing a new 83-acre site for Rite Aid's headquarters. When this undisclosed transaction unraveled, Grass and Brown attempted to conceal the fact that it had ever occurred. Finally, Grass made material misrepresentations to Rite Aid's lenders in order to obtained a critical loan from them based on a pledge of stock owned by Rite Aid. In support of his false statement, he arranged for the creation of, and personally signed, minutes approving the stock pledge from a meeting that never in fact occurred. Rite Aid consented to a cease-and-desist orders prohibiting it from committing or causing violations of Sections 13(a) and 13(b)(2) of the Exchange Act and Rules 12b-20, 13a-1 and 13a-13 thereunder (reporting, books and records, and internal controls provisions). Rite Aid also consented to comply with its undertaking to cooperate with the Commission during any future judicial proceedings. Noonan consented to a cease-and desist order prohibiting him from committing or causing violations of Section 10(b) of the Exchange Act and Rule 10b-5 thereunder (antifraud provisions), and from causing violations of Sections 13(a) and 13(b)(2) of the Exchange Act and Rules 12b-20, 13a-1 and 13a-13 thereunder (reporting, books and records, and internal controls provisions). [SEC v. Frank M. Bergonzi, Martin L. Grass, and Franklin C. Brown, 1:CV02-1084 (M.D.Pa.)] (LR-17577; AAE Rel. 1581); Administrative Proceeding In the Matter of Rite Aid Corporation - Rel. 34-46099; AAE Rel. 1579; File No. 3-10808; Administrative Proceeding In the Matter of Timothy J. Noonan - Rel. 34-46100; AAE Rel. 1580; File No. 3-10809; Press Rel. 2002-92) SEC CHARGES FORMER OFFICERS AND EMPLOYEES OF INSO CORP. WITH ACCOUNTING SCHEMES The Commission today filed two civil injunctive actions in federal district court in Massachusetts alleging separate revenue recognition schemes perpetrated during 1998 by former officers and employees of Inso Corp., now known as eBT International, Inc., a software company formerly located in Boston, Massachusetts and now headquartered in Providence, Rhode Island. The Commission's first complaint alleges that Inso's former general counsel, Bruce Hill of Belmont, Massachusetts, and a former vice president, Graham Marshall of Lexington, Massachusetts, engaged in fraud related to a phony $3 million sales transaction. This complaint also charges Inso's former chief executive officer, Steven Paxhia of Boston, Massachusetts, with being liable for certain violations as a controlling person of Inso. The Commission's second complaint alleges that another former Inso vice president, Richard Vatcher of Framingham, Massachusetts, engaged in fraud related to several false sales totaling approximately $3.6 million. Paxhia and Vatcher have offered to settle with the Commission. The Commission's first complaint alleges that, when an anticipated sales transaction with a major customer failed to close prior to the end of Inso's third quarter on September 30, 1998, Bruce Hill and Graham Marshall arranged for a Malaysian distributor, who had no prior involvement in the transaction, to place a $3 million purchase order for the transaction that evening. Because they promised the distributor that he would not have to pay Inso for the transaction, and that Inso, rather than the distributor, would resell the software to the intended end user, this transaction was a sham and should not have been included in Inso's reported financial results. However, Hill and Marshall concealed the oral terms of the sale from Inso's finance department and, as a result, Inso improperly included the $3 million as revenue in its third quarter 1998 financial statements. Thereafter, the sale of the software to the intended end user was never consummated, and Hill and Marshall took steps to cover up the fraudulent nature of the third quarter transaction. Among other things, Hill orchestrated the providing of $4 million in letters of credit to the Malaysian distributor to finance his payment of the $3 million third quarter receivable and caused a false board resolution to be provided to Inso's bank purporting to authorize the letters of credit. The complaint charges Hill and Marshall with violating the antifraud provisions of the federal securities laws [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]; circumvention of Inso's internal accounting controls and falsification of records [Section 13(b)(5) of the Exchange Act and Exchange Act Rule 13b2-1]; lying to accountants [Exchange Act Rule 13b2- 2]; and aiding and abetting Inso's uncharged violations of the periodic reporting and books and records provisions [Sections 13(a) and 13(b)(2)(A) of the Exchange Act and Rules 12b-20 and 13a-13 thereunder]. The complaint seeks permanent injunctions against Hill and Marshall, monetary penalties, disgorgement of losses avoided from their sales of Inso stock during the period of the fraud, and an order barring them from serving as officers or directors of any public company. The Commission's first complaint also charges Inso's former chief executive officer, Steven Paxhia, with liability, as a controlling person of Inso, for the company's uncharged violations of various provisions of the Exchange Act. The complaint alleges that, after learning in the evening of the last day of the third quarter of 1998 that Inso had failed to conclude the $3 million transaction with a major customer, Paxhia authorized others at Inso to find a distributor for the deal before the end of the quarter. Because of his position as CEO of Inso, Paxhia should have known that finding a distributor in so short a period risked having Inso enter a transaction that was not consistent with generally accepted accounting principles. However, Paxhia did not take steps to learn about or prevent the side agreement with the Malaysian distributor and the fraudulent revenue recognition scheme carried out by Hill and Marshall. He further did not inquire into certain factors concerning the transaction, such as that the Malaysian distributor engaged by Hill and Marshall had not previously been involved in the transaction and that, with little notice, the distributor purportedly accepted responsibility for a $3 million transaction on the last night of the quarter. The complaint charges Paxhia with being liable for certain of Inso's uncharged violations of the Exchange Act as a controlling person of Inso under Section 20(a) of the Exchange Act. Without admitting or denying the allegations in the complaint, Paxhia has consented to entry of a final judgment permanently enjoining him from future violations of Sections 10(b), 13(a), and 13(b)(2)(A) of the Exchange Act and Rules 10b- 5, 12b-20, and 13a-13 thereunder. He has also agreed to pay disgorgement of his losses avoided from the sale of Inso stock during the relevant time period of $101,000, including pre-judgment interest. The Commission's second complaint charges Richard Vatcher, Inso's former vice president of international sales, with a separate revenue recognition scheme that falsely boosted Inso's revenue by approximately $3.6 million during the first three quarters of 1998. According to the Commission's complaint, in at least six transactions, Vatcher obtained sales orders from foreign customers by granting side agreements allowing the customers to cancel the sales. Because the customers had the right to cancel the sales, the transactions should not have been included in Inso's reported financial results. However, Vatcher failed to report the side agreements to Inso's finance department. In at least one of the transactions, Vatcher falsified documents provided to Inso's finance department to conceal a side agreement that would have negated the recognition of revenue from the sale. As a result of Vatcher's fraud, Inso improperly included approximately $3.6 million of revenue in its financial statements for the first three quarters of 1998. Without admitting or denying the allegations in the complaint, Vatcher has consented to entry of a final judgment permanently enjoining him from future violations of Section 17(a) of the Securities Act, Sections 10(b), 13(a), 13(b)(2)(A), and 13(b)(5) of the Exchange Act and Rules 10b-5, 12b-20, 13a-13, and 13b2-1 thereunder. He has also agreed to pay a $25,000 civil penalty. [SEC v. Bruce Hill, et al., USDC for the District of Massachusetts, Civil Action No. 02-CV-11244 (EFH)]; [SEC v. Richard P. Vatcher, USDC for the District of Massachusetts, Civil Action No. 02-CV-11245 (REK)] (LR-17578; AAE Rel. 1582) INVESTMENT COMPANY ACT RELEASES USAA MUTUAL FUND, INC., ET AL. An order has been issued on an application filed by USAA Mutual Fund, Inc. and USAA Investment Management Company exempting applicants from Section 15(a) of the Investment Company Act and Rule 18f-2 under the Act. The order permits the applicants to enter into and materially amend subadvisory agreements without shareholder approval. (Rel. IC- 25616 - June 18) THE TRAVELERS INSURANCE COMPANY, ET AL. A notice has been issued giving interested persons until July 11, 2002, to request a hearing on an application filed by The Travelers Insurance Company (Travelers Insurance), The Travelers Life and Annuity Company (Travelers L & A), The Travelers Fund U for Variable Annuities (Fund U), The Travelers Separate Account TM for Variable Annuities (Account TM), The Travelers Separate Account TM II for Variable Annuities (Account TM II), Travelers Separate Account QP for Variable Annuities (Account QP), The Travelers Separate Account Five for Variable Annuities (Account Five), The Travelers Separate Account Six for Variable Annuities (Account Six), and The Travelers Fund UL III for Variable Life Insurance (Fund UL III). (collectively, Applicants). Applicants request an order under Section 26(b) of the Investment Company Act to permit the substitutions by Travelers Insurance and Travelers L & A of shares of securities of various portfolios held by one or more of Fund U, Account TM, Account TM II, Account QP, Account Five, Account Six, and Fund UL III. Applicants also request an order under Section 17(b) of the Act for an exemption from Section 17(a) of the Act to permit certain in-kind transactions in connection with the substitutions. (Rel. IC-25617 - June 19) AXP PARTNERS SERIES, INC., ET AL. A notice has been issued giving interested persons until July 15, 2002, to request a hearing on an application filed by AXP Partners Series, Inc., et al. for an order granting an exemption from Sections 10(f), 12(d)(3), 17(a) and 17(e) of the Investment Company Act and Rule 17e-1 under the Act. The order would permit certain registered open-end management investment companies advised by several investment advisers to engage in principal and brokerage transactions with a broker-dealer affiliated with one of the investment advisers and to purchase securities in certain underwritings. The transactions would be between the broker-dealer and a portion of the investment company's portfolio not advised by the adviser affiliated with that broker-dealer. The order also would permit these investment companies not to aggregate certain purchases from an underwriting syndicate in which an affiliated person of one of the investment advisers is a principal underwriter. Further, applicants request relief to permit a portion of an investment company's portfolio to purchase securities issued by a broker-dealer, which is an affiliated person of an investment adviser to another portion, subject to the limits in Rule 12d3-1 under the Act. (Rel. IC- 25618 - June 19) AXP MARKET ADVANTAGE SERIES, INC., ET AL. A notice has been issued giving interested persons until July 15, 2002, to request a hearing on an application filed by AXP Market Advantage Series, Inc., et al. for an order granting an exemption from Section 15(a) of the Investment Company Act and Rule 18f-2 under the Act. The order would permit the applicants to enter into and materially amend subadvisory agreements without shareholder approval. (Rel. IC-25619 - June 19) HOLDING COMPANY ACT RELEASES KEYSPAN CORPORATION KEYSPAN NEW ENGLAND, LLC A supplemental order has been issued regarding a proposal by KeySpan Corporation (KeySpan), a registered holding company, and KeySpan New England, LLC (KNE LLC), a wholly-owned subsidiary of KeySpan and an exempt holding company under Section 3(a)(1) of the Public Utility Holding Company Act of 1935, as amended (Act). The order confirms that the proposed divestiture of Midland and Midland's direct and indirect subsidiaries, all nonutility subsidiaries of KNE LLC, complies with the requirements of a previous Securities and Exchange Commission order regarding the divestiture and is necessary or appropriate to effectuate Section 11(b)(1) of the Act. (Rel. 35-27541) SELF-REGULATORY ORGANIZATIONS ACCELERATED APPROVAL OF PROPOSED RULE CHANGE The Commission granted accelerated approval to a proposed rule change submitted by the American Stock Exchange to revise and clarify the income based initial listing standard (SR-Amex-2002-39). Publication of the proposal is expected in the Federal Register during the week of June 24. (Rel. 34-46086) PROPOSED NINETEENTH AMENDMENT TO THE ITS PLAN The Intermarket Trading System Operating Committee (ITSOC) filed a proposed amendment to the ITS Plan (File No. 4-208) under Rule 11Aa3-2 of the Securities Exchange Act relating to the Philadelphia Stock Exchange, Inc.'s implementation of a remote specialist program. Publication of the proposal is expected in the Federal Register during the week of June 24. (Rel. 34-46091) PROPOSED RULE CHANGE The New York Stock Exchange filed a proposed rule change (SR-NYSE-2002- 01) and Amendment No. 1 thereto removing separate exchange requirements regarding the use of consent solicitations. Publication of the proposal is expected in the Federal Register during the week of June 24. (Rel. 34-46092) APPROVAL OF PROPOSED RULE CHANGE The Commission approved a proposed rule change (SR-GSCC-2002-02) filed by the Government Securities Clearing Corporation under Section 19(b) of the Exchange Act. The order allows GSCC to amend its trade data submission requirements for Netting and Comparison-Only members. Publication of the proposal is expected in the Federal Register during the week of June 24. (Rel. 34-46093) 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 TRIKON TECHNOLOGIES INC, RINGLAND WAY, 222 W ORANGE GROVE AVE, NEWPORT GWENT, X0, NP18 2TA, 011-44-1-633-414-000 - 100,000 ($973,215.53) Equity, (File 333-90746 - Jun. 19) (BR. 36) S-8 NETPARTS COM, 3131 S W FREEWAY, HOUSTON, TX, 77098, 9492489561 - 2,000,000 ($100,000.00) Debt Convertible into Equity, (File 333-90752 - Jun. 19) (BR. 09) S-3 VENTAS INC, 4360 BROWNSBORO ROAD, SUITE 115, LOUISVILLE, KY, 40207, 5025967300 - 0 ($750,000,000.00) Other, (File 333-90756 - Jun. 19) (BR. 08) S-8 RENAISSANCERE HOLDINGS LTD, RENAISSANCE HOUSE, 8-12 EAST BROADWAY, PEMBROKE BERMUDA, D0, HM 19, 4412954513 - 3,000,000 ($108,840,000.00) Equity, (File 333-90758 - Jun. 19) (BR. 01) S-8 RANGE RESOURCES CORP, 777 MAIN STREET, FT WORTH, TX, 76102, 817-870-2601 - 0 ($13,598,000.00) Equity, (File 333-90760 - Jun. 19) (BR. 04) S-8 ENVIRONMENTAL REMEDIATION HOLDING CORP, 5444 WESTHEIMER SUITE 1570, HOUSTON, TX, 77056, 5018212222 - 0 ($34,000.00) Equity, (File 333-90762 - Jun. 19) (BR. 04) S-8 LABORATORY CORP OF AMERICA HOLDINGS, 358 S MAIN ST, BURLINGTON, NC, 27215, 3362291127 - 8,000,000 ($378,400,000.00) Equity, (File 333-90764 - Jun. 19) (BR. 01) S-3 SMURFIT STONE CONTAINER CORP, 150 NORTH MICHIGAN AVENUE, CHICAGO, IL, 60601, 3123466600 - 0 ($1,144,424,430.00) Equity, (File 333-90766 - Jun. 19) (BR. 04) S-8 THORATEC CORP, 6035 STONERIDGE DR, PLEASANTON, CA, 94588, 9258478600 - 500,000 ($5,110,000.00) Equity, (File 333-90768 - Jun. 19) (BR. 36) S-8 VIRAGE LOGIC CORP, 46501 LANDING PARKWAY, FREEMONT, CA, 94538, 5103608000 - 421,355 ($4,908,786.00) Equity, (File 333-90770 - Jun. 19) (BR. 01) S-3 SEQUOIA MORTGAGE FUNDING CORP, 591 REDWOOD HWY, STE 3120, MILL VALLEY, CA, 94941, 4153811765 - 0 ($3,000,000,000.00) Asset-Backed Securities, (File 333-90772 - Jun. 19) (BR. 05) S-8 VITALSTATE INC, 8 HARMONY LANE, 914-686-8255, HARTSDALE, NY, 10530, 0 ($185,250.00) Equity, (File 333-90774 - Jun. 19) (BR. 02) S-8 HELEN OF TROY LTD, CLARENDON HOUSE, CHURCH STREET, HAMILTON BERMUDA, D0, -, 915-225-8000 - 0 ($37,800,000.00) Equity, (File 333-90776 - Jun. 19) (BR. 02) S-8 SEQUENOM INC, 3595 JOHN HOPKINS CT, SAN DIEGO, CA, 92121, 8582029000 - 1,868,381 ($6,919,711.51) Equity, (File 333-90778 - Jun. 19) (BR. 01) S-8 CHITTENDEN CORP /VT/, TWO BURLINGTON SQ P O BOX 820, C/O STOCKHOLDER RELATIONS, BURLINGTON, VT, 05401, 8026584000 - 0 ($6,947,500.00) Equity, (File 333-90780 - Jun. 19) (BR. 07) S-8 LAREDO INVESTMENT CORP, 9160 E. DEER TRAIL, TUCSAN, AZ, 85710, 5205771516 - 10,000,000 ($2,000,000.00) Equity, (File 333-90782 - Jun. 19) (BR. 09) S-3 SERVICEWARE TECHNOLOGIES INC/ PA, 333 ALLEGHENY AVE, OAKMONT, PA, 15139, 4128261158 - 0 ($6,291,458.00) Equity, (File 333-90784 - Jun. 19) (BR. 03) S-3 GOODYEAR TIRE & RUBBER CO /OH/, 1144 E MARKET ST, AKRON, OH, 44316, 2167962121 - 0 ($2,000,000,000.00) Unallocated (Universal) Shelf, (File 333-90786 - Jun. 19) (BR. 06) S-8 UNITED PARCEL SERVICE INC, 55 GLENLAKE PARKWAY NE, ATLANTA, GA, 30328, 4048286000 - 0 ($1,241,400.00) Equity, (File 333-90792 - Jun. 19) (BR. 05) S-8 WORLDCOM INC, 500 CLINTON CENTER DRIVE, CLINTON, MS, 39056, 6014605600 - 0 ($225,150,000.00) Equity, (File 333-90794 - Jun. 19) (BR. 37) S-8 INFORMAX INC, 7600 WISCONSIN AVENUE SUITE 1100, BETHESDA, MD, 20814, 3019842206 - 0 ($2,134,000.00) Equity, (File 333-90796 - Jun. 19) (BR. 03) S-3 COMPASS BANCSHARES INC, 15 SOUTH 20TH ST, P O BOX 10566, BIRMINGHAM, AL, 35233, 2059333000 - 0 ($500,000,000.00) Unallocated (Universal) Shelf, (File 333-90798 - Jun. 19) (BR. 07) S-4 DIVINE INC, 1301 N ELSTON AVENUE, CHICAGO, IL, 60622, 7733946600 - 0 ($63,991,765.00) Equity, (File 333-90800 - Jun. 19) (BR. 08) S-8 HASTINGS ENTERTAINMENT INC, 3601 PLANS BLVD, SUITE 1, AMARILLO, TX, 79102, 8063512300 - 0 ($326,500.00) Equity, (File 333-90802 - Jun. 19) (BR. 02) S-8 REGENCY GROUP LTD INC, 8930 E RAINTREE DR, SUITE A, SCOTTSDALE, AZ, 85260, 4807789101 - 2,500,000 ($1,575,000.00) Equity, (File 333-90804 - Jun. 19) (BR. 08) S-8 COMPASS BANCSHARES INC, 15 SOUTH 20TH ST, P O BOX 10566, BIRMINGHAM, AL, 35233, 2059333000 - 6,350,000 ($212,153,500.00) Equity, (File 333-90806 - Jun. 19) (BR. 07) S-8 WASTE CONNECTIONS INC/DE, 620 COOLIDGE DRIVE, SUITE 350, FOLSOM, CA, 95630, 9166088200 - 95,000 ($3,169,200.00) Equity, (File 333-90810 - Jun. 19) (BR. 06) S-3 R&G FINANCIAL CORP, 280 JESUS T. PINERO AVE, HATO REY, SAN JUAN, PR, 00918, 0 ($104,880,000.00) Equity, (File 333-90812 - Jun. 19) (BR. 07) S-8 PETAPEER HOLDINGS INC, 2300 W SHARA AVENUE SUITE 500 BOX 18, LAS VEGAS, NV, 89102, 5148304474 - 4,035,192 ($403,519.20) Equity, (File 333-90814 - Jun. 20) (BR. 08) SB-2 KNUTEK HOLDINGS INC, 2713 SAN PABLO AVE, BERKELEY, CA, 94702, 5105499071 - 1,969,999 ($1,969,999.00) Equity, (File 333-90816 - Jun. 20) (BR. 09) S-3 LIFESTREAM TECHNOLOGIES INC, 510 CLEARWATER LOOP, STE 101, POST FALLS, ID, 83854, 2084579409 - 3,065,000 ($2,947,500.00) Equity, (File 333-90818 - Jun. 20) (BR. 09) SB-2 KINGTHOMASON GROUP INC, 3180 CROW CANYON PLACE, #205, OALAHOMA CITY, OK, 73116, 4058481581 - 698,900 ($157,253.00) Equity, (File 333-90820 - Jun. 20) (BR. 09) S-8 MATRIA HEALTHCARE INC, 1850 PARKWAY PL, 12TH FL, MARIETTA, GA, 30067, 7704234500 - 0 ($381,347.76) Equity, (File 333-90822 - Jun. 20) (BR. 01) S-3 ARIZONA PUBLIC SERVICE CO, 400 N FIFTH ST, P O BOX 53999, PHOENIX, AZ, 85004, 6022501000 - 0 ($500,000,000.00) Non-Convertible Debt, (File 333-90824 - Jun. 20) (BR. 02) S-8 ASPI EUROPE INC, 1940 WEST 11TH AVENUE, VANCOUVER BRITISH COLUMBIA, A1, V6J2C6, 6046877661 - 0 ($6,860,000.00) Equity, (File 333-90826 - Jun. 20) (BR. 08) SB-2 ATLANTIC LIBERTY FINANCIAL CORP, 1,487,813 ($14,878,130.00) Equity, (File 333-90828 - Jun. 20) (BR. 09) S-3 ASSET BACKED FUNDING CORP, 100 NORTH TRYON ST, CHARLOTTE, NC, 28255, 7043862400 - 0 ($1,000,000.00) Asset-Backed Securities, (File 333-90830 - Jun. 20) (BR. 05) SB-2 MY PERSONAL SALON INC, 1407 BROADWAY, STE 1206, NEW YORK, NY, 10018, 9177770790 - 6,000,000 ($600,000.00) Equity, (File 333-90832 - Jun. 20) (BR. 08) S-8 CHOLESTECH CORPORATION, 3347 INVESTMENT BLVD, HAYWARD, CA, 94545, 5107327200 - 500,000 ($8,370,000.00) Equity, (File 333-90834 - Jun. 20) (BR. 36) S-2 NOBLE INTERNATIONAL LTD, 20101 HOOVER, DETROIT, MI, 48205, 2484333093 - 0 ($45,724,000.00) Equity, (File 333-90836 - Jun. 20) (BR. 05) S-8 WAVE POWER NET INC, 950 NORTH FEDERAL HIGHWAY, POMPANO BEACH, FL, 33062, 6045750050 - 2,000,000 ($360,000.00) Equity, (File 333-90838 - Jun. 20) (BR. 09) S-8 BOYD GAMING CORP, 2950 S INDUSTRIAL RD, LAS VEGAS, NV, 89109, 7027927200 - 0 ($35,550,000.00) Equity, (File 333-90840 - Jun. 20) (BR. 05) S-8 ECONTENT INC, 105 S NARCISSUS AVE, WEST PALM BEACH, FL, 33401, 7274414442 - 1,100,000 ($462,000.00) Equity, (File 333-90842 - Jun. 20) (BR. 08) S-8 ITS NETWORKS INC, AVDA SEVERO OCHOA, 28 EDIF MARINA, MARBELLA, A1, 00000, 01134952772057 - 0 ($1,250,000.00) Equity, (File 333-90846 - Jun. 20) (BR. 08) S-8 BSQUARE CORP /WA, 3150 139TH AVE SE SUITE 500, BELLEVUE, WA, 98005, 4255195900 - 2,395,023 ($5,065,473.60) Equity, (File 333-90848 - Jun. 20) (BR. 08) S-3 GENCORP INC, HIGHWAY 50 & AEROJET ROAD, ANCHO CORDOVA, CA, 95670, 9163554000 - 0 ($300,000,000.00) Other, (File 333-90850 - Jun. 20) (BR. 05) S-3 SMARTSERV ONLINE INC, METRO CENTER, ONE STATION PLACE, STAMFORD, CT, 06902, 2033535950 - 1,428,572 ($2,000,001.00) Equity, (File 333-90852 - Jun. 20) (BR. 03) N-2 WESTERN ASSET PREMIER BOND FUND, 117 EAST COLORADO BLVD, PASADENA, CA, 91105, 10 ($250,000.00) Equity, (File 333-90854 - Jun. 20) (BR. 16) S-8 TEKRON INC, 13123 POWAY ROAD, POWAY, CA, 92064, 6196925868 - 2,800,000 ($336,000.00) Equity, (File 333-90856 - Jun. 20) (BR. 06) S-8 HASTINGS ENTERTAINMENT INC, 3601 PLANS BLVD, SUITE 1, AMARILLO, TX, 79102, 8063512300 - 0 ($3,265,000.00) Equity, (File 333-90858 - Jun. 20) (BR. 02) S-8 HASTINGS ENTERTAINMENT INC, 3601 PLANS BLVD, SUITE 1, AMARILLO, TX, 79102, 8063512300 - 0 ($653,000.00) Equity, (File 333-90860 - Jun. 20) (BR. 02) S-8 BROADCOM CORP, 16215 ALTON PARKWAY, IRVINE, CA, 92618, 9494508700 - 0 ($556,373,892.41) Equity, (File 333-90862 - Jun. 20) (BR. 36) S-3 SCM MICROSYSTEMS INC, 160 KNOWLES DRIVE, LOS GATOS, CA, 95030, 4083704888 - 0 ($1,527,379.20) Equity, (File 333-90864 - Jun. 20) (BR. 03) S-3 COBALT CORP, 401 WEST MICHIGAN STREET, MILWAUKEE, WI, 53203-2896, 4142266900 - 0 ($181,125,000.00) Equity, (File 333-90866 - Jun. 20) (BR. 01) S-3 TRANSKARYOTIC THERAPIES INC, 195 ALBANY ST, CAMBRIDGE, MA, 02139, 6173490200 - 0 ($12,288,419.00) Equity, (File 333-90868 - Jun. 20) (BR. 01) F-10 COGNOS INC, 3755 RIVERSIDE DR, PO BOX 9707, OTTAWA ONTARIO CAN K, A6, 00000, 6137381440 - 0 ($150,000,000.00) Equity, (File 333-90870 - Jun. 20) (BR. 03) S-4 SMARTFORCE PUBLIC LTD CO, 900 CHESAPEAKE DRIVE, REDWOOD CITY, CA, 94063, 6508176900 - 0 ($221,637,562.00) Equity, (File 333-90872 - Jun. 20) (BR. 03) S-3 FAO INC, 2520 RENAISSANCE BOULEVARD, ., KING OF PRUSSIA, PA, 19406, 6102787800 - 0 ($28,575,000.00) Equity, (File 333-90874 - Jun. 20) (BR. 02) S-8 UNITED STATES LIME & MINERALS INC, 13800 MONTFORT DR, SUITE 330, DALLAS, TX, 75240, 9729918400 - 0 ($2,202,000.00) Equity, (File 333-90876 - Jun. 20) (BR. 04) S-8 RUBY MINING CO, ONE SECURITIES CENTRE, 3490 PIEDMONT ROAD, SUITE 304, ATLANTA, GA, 30305, 404-231-8500 - 1,500,000 ($150,000.00) Other, (File 333-90878 - Jun. 20) (BR. 04) S-11 TRIZEC PROPERTIES INC, 1114 AVENUE OF THE AMERICAS 31ST FLOOR, NEW YORK, NY, 10036, 2123829300 - 1,600,000 ($26,880,000.00) Equity, (File 333-90886 - Jun. 20) (BR. 08) RECENT 8K FILINGS Form 8-K is used by companies to file current reports on the following events: Item 1. Changes in Control of Registrant. Item 2. Acquisition or Disposition of Assets. Item 3. Bankruptcy or Receivership. Item 4. Changes in Registrant's Certifying Accountant. Item 5. Other Materially Important Events. Item 6. Resignations of Registrant's Directors. Item 7. Financial Statements and Exhibits. Item 8. Change in Fiscal Year. Item 9. Regulation FD Disclosure. The following companies have filed 8-K reports for the date indicated and/or amendments to 8-K reports previously filed, responding to the item(s) of the form specified. 8-K reports may be obtained in person or by writing to the Commission's Public Reference Branch at 450 Fifth Street, N.W., Washington, D.C. 20549 or at the following e-mail box address: . In most cases, this information is also available on the Commission's website: . STATE 8K ITEM NO. NAME OF ISSUER CODE 1 2 3 4 5 6 7 8 9 DATE COMMENT ------------------------------------------------------------------------------------ ABFS MORTGAGE LOAN TRUST 2002-1 MTG P X X 06/17/02 ADVANCED BIOTHERAPY INC NV X X 06/19/02 AEROFLEX INC DE X X 06/18/02 AIRGATE PCS INC DE X 06/19/02 ALLIANT TECHSYSTEMS INC DE X 06/19/02 AMERICAN AIRLINES INC DE X 06/19/02 AMERICAN EXPRESS CO NY X 06/19/02 AMERICAN MEDICAL SECURITY GROUP INC WI X X 06/19/02 AMERICAN TISSUE INC DE X X 04/30/02 AMERISTAR CASINOS INC NV X X 06/17/02 AMR CORP DE X 06/19/02 ANDREW CORP DE X X 06/04/02 ANDRX CORP /DE/ DE X X 06/19/02 APACHE MOTOR CORP NV X 03/22/02 AQUILA INC DE X X 06/19/02 ARCHIBALD CANDY CORP IL X 06/12/02 ARIAD PHARMACEUTICALS INC DE X X 06/19/02 ARISTOTLE CORP DE X 06/18/02 ASPECT MEDICAL SYSTEMS INC DE X X 06/13/02 ATCHISON CASTING CORP KS X X 06/19/02 AVALONBAY COMMUNITIES INC MD X X 06/19/02 B&G FOODS INC DE X X 06/19/02 BANDAG INC IA X X 06/18/02 BIDBAY COM INC NV X X X 06/14/02 BLOUNT INTERNATIONAL INC DE X 06/11/02 BON TON STORES INC PA X X 06/19/02 BRITTON & KOONTZ CAPITAL CORP MS X 05/30/02 BROWN & BROWN INC FL X 06/14/02 BURST COM INC DE X 06/18/02 CAL DIVE INTERNATIONAL INC MN X X 06/13/02 CALIFORNIA AMPLIFIER INC DE X 04/05/02 CARAUSTAR INDUSTRIES INC NC X X 06/19/02 CATALINA LIGHTING INC FL X X 06/14/02 CATALINA MARKETING CORP/DE DE X 06/14/02 CHARTER COMMUNICATIONS HOLDINGS CAPIT DE X X 06/18/02 CIRCUIT CITY STORES INC VA X X 06/18/02 CITIGROUP INC DE X 06/12/02 CNL HOSPITALITY PROPERTIES INC FL X 03/01/02 COLE NATIONAL CORP /DE/ DE X X 06/13/02 COLE NATIONAL CORP /DE/ DE X X 06/13/02 COLE NATIONAL CORP /DE/ DE X X 06/13/02 COMMONWEALTH BANCORP INC PA X X 06/18/02 COMPUTERIZED THERMAL IMAGING INC NV X X 06/18/02 CSFB MORTGAGE BACKED PASS THROUGH CER DE X X 06/17/02 CSFB MORTGAGE BACKED PASS THROUGH CER DE X 06/10/02 CYBERNET INTERNET SERVICES INTERNATIO DE X 06/07/02 DAISYTEK INTERNATIONAL CORPORATION /D DE X X 06/14/02 DURO ENZYME PRODUCTS INC X X 06/18/02 AMEND DYNAMICS RESEARCH CORP MA X X 06/04/02 EB2B COMMERCE INC /NY/ NJ X X 06/03/02 ECHOSTAR BROADBAND CORP CO X 06/18/02 ECHOSTAR DBS CORP CO X 06/18/02 EL PASO CORP/DE DE X X 06/20/02 ELOYALTY CORP DE X X 06/19/02 EMERSON RADIO CORP DE X 06/10/02 EMMIS COMMUNICATIONS CORP IN X X 06/13/02 EMMIS OPERATING CO IN X X 06/13/02 ENCHIRA BIOTECHNOLOGY CORP DE X X 06/18/02 ENTERPRISES SOLUTIONS INC NV X 05/23/02 EQUITY MARKETING INC DE X X 06/19/02 EQUITY OIL CO CO X X 04/12/02 AMEND FLOOR DECOR INC DE X 06/18/02 GAYLORD ENTERTAINMENT CO /DE DE X X 06/14/02 GENENTECH INC DE X X 06/10/02 GMAC COMMERCIAL MORTGAGE SECURITIES I DE X X 06/07/02 GOLD BANC CORP INC KS X X 06/17/02 GOODRICH CORP NY X X 06/18/02 GREAT ATLANTIC & PACIFIC TEA CO INC MD X 06/19/02 GS MORTGAGE SECURITIES CORP DE X 06/19/02 HALSEY J L CORP X X 06/18/02 HANOVER COMPRESSOR CO / DE X 06/18/02 HFC REVOLVING CORP DE X X 06/14/02 HORIZON OFFSHORE INC DE X 06/19/02 ICU MEDICAL INC/DE DE X X 06/18/02 IMMUNE RESPONSE CORP DE X X 06/11/02 IMP INC DE X 06/12/02 INFORETECH WIRELESS TECHNOLOGY INC NV X 12/31/01 AMEND INTEGRAMED AMERICA INC DE X X 06/19/02 INTEL CORP DE X 06/18/02 INTERCALLNET INC NV X X X 06/13/02 INTERPHASE CORP TX X X 06/13/02 JCC HOLDING CO DE X X 06/17/02 JUPITER MEDIA METRIX INC DE X X 06/19/02 KFX INC DE X X 06/11/02 KINDER MORGAN ENERGY PARTNERS L P DE X 06/19/02 KINDER MORGAN INC KS X 06/19/02 KOALA INTERNATIONAL WIRELESS INC NV X 03/13/02 KOALA INTERNATIONAL WIRELESS INC NV X X 10/31/01 AMEND KUSHNER LOCKE CO CA X 06/18/02 LEAPFROG SMART PRODUCTS INC CO X 06/30/02 LEHMAN BROTHERS HOLDINGS INC DE X 06/19/02 LOUDEYE TECHNOLOGIES INC X X 05/23/02 AMEND LTV CORP DE X X 06/04/02 MATRIXX INITIATIVES INC DE X 06/18/02 MERRILL LYNCH MORTGAGE INVESTORS INC DE X X 06/19/02 MICROMUSE INC DE X X 06/19/02 MOMENTUM HOLDINGS CORP DE X X 05/20/02 AMEND MORGAN STANLEY DEAN WITTER & CO DE X X 06/19/02 MORGAN STANLEY DEAN WITTER CAPITAL I DE X X 06/18/02 NANOSCIENCE TECHNOLOGIES INC NV X 05/17/02 NATURAL SOLUTIONS CORP NV X 06/03/02 NEOTHERAPEUTICS INC DE X X 06/07/02 NRG ENERGY INC DE X 06/17/02 NS GROUP INC KY X X 06/18/02 OCCIDENTAL PETROLEUM CORP /DE/ DE X 06/18/02 OLD SECOND BANCORP INC DE X X 06/19/02 ORAPHARMA INC DE X X 06/17/02 PEGASUS AIRCRAFT PARTNERS II L P DE X 06/17/02 PEGASUS AIRCRAFT PARTNERS L P DE X 06/17/02 PEREGRINE SYSTEMS INC DE X X 06/18/02 PERMA FIX ENVIRONMENTAL SERVICES INC DE X 06/14/02 PET QUARTERS INC AR X X 06/19/02 PINNACLE ENTERTAINMENT INC DE X 06/17/02 PITNEY BOWES INC /DE/ DE X X 06/18/02 POLAROID CORP DE X X 06/19/02 POOLED AUTO SECURITIES SHELF LLC DE X 06/17/02 POWER EFFICIENCY CORP DE X X 06/18/02 PRECOM TECHNOLOGY INC X 06/03/02 PRINTRONIX INC DE X X 06/12/02 PROXIM CORP DE X X 06/14/02 QUAKER FABRIC CORP /DE/ DE X X 06/14/02 RAM VENTURE HOLDINGS CORP FL X 06/12/02 RANGER INDUSTRIES INC CT X X 06/06/02 RENAISSANCE LEARNING INC WI X X 05/22/02 AMEND REPLIGEN CORP DE X X 06/12/02 RESIDENTIAL FUNDING MORTGAGE SECURITI DE X X 06/19/02 RESIDENTIAL FUNDING MORTGAGE SECURITI DE X 06/19/02 RESIDENTIAL FUNDING MORTGAGE SECURITI DE X X 06/19/02 RIDGEWOOD HOTELS INC DE X 06/18/02 SAFETY KLEEN CORP/ DE X X 06/18/02 SALIX PHARMACEUTICALS LTD X X 06/19/02 SB MERGER CORP DE X X 04/19/02 SCHEIB EARL INC DE X X X 06/19/02 SEABULK INTERNATIONAL INC DE X X 06/13/02 SEARS CREDIT ACCOUNT MASTER TRUST II IL X X 06/13/02 SOLUTIA INC DE X X 06/18/02 SPACEDEV INC CO X 06/19/02 SPECTRASITE HOLDINGS INC DE X X 06/19/02 STANDARD MICROSYSTEMS CORP DE X 06/03/02 STARBUCKS CORP WA X 06/19/02 STONE CONTAINER CORP DE X X 06/18/02 SUTTER HOLDING CO INC DE X X 05/01/02 TRUSERV CORP DE X X 06/18/02 UNITED DOMINION REALTY TRUST INC VA X X 06/14/02 US HOME SYSTEMS INC /TX DE X 06/12/02 VCA ANTECH INC DE X X 06/14/02 VENTAS INC DE X X 06/19/02 VENUS EXPLORATION INC DE X X 05/31/02 VERIZON COMMUNICATIONS INC DE X 06/19/02 WASHINGTON GROUP INTERNATIONAL INC DE X 06/18/02 WELLS REAL ESTATE INVESTMENT TRUST IN MD X X 06/19/02 ZEROS & ONES INC NV X 06/03/02 ADVANTA BUSINESS RECIEVABLES CORP X 06/20/02 ALLIED WASTE INDUSTRIES INC DE X 06/19/02 ALLOU HEALTH & BEAUTY CARE INC DE X X 06/06/02 AMEND ALLTEL CORP DE X X 06/19/02 AMERICAN EXPRESS MASTER TRUST DE X X 06/18/02 AMERICAN RESOURCES & DEVELOPMENT CO UT X X 04/05/02 AMEND AMERICAN RIVER HOLDINGS CA X 06/20/02 AMERICAN WATER WORKS CO INC DE X 06/20/02 AMPAL AMERICAN ISRAEL CORP /NY/ NY X X 06/19/02 ANIKA THERAPEUTICS INC MA X X 06/06/02 AMEND ARRIS GROUP INC DE X X 06/19/02 ASSET BACKED CERTIFICATES SERIES 2002 DE X 06/20/02 ASSET BACKED CERTIFICATES SERIES 2002 DE X X 06/20/02 BALSAM VENTURES INC X X 06/06/02 BALTEK CORP DE X 06/19/02 BANK UNITED CORP LITIGATION CONTINGEN DE X X 06/14/02 BASE TEN SYSTEMS INC NJ X X 06/18/02 BAYOU STEEL CORP DE X X 06/20/02 BEAR STEARNS COMPANIES INC DE X X 06/19/02 BETHLEHEM STEEL CORP /DE/ DE X 06/20/02 BF ENTERPRISES INC DE X 06/19/02 BF ENTERPRISES INC DE X 06/20/02 AMEND BOROUGH CORP DE X X 06/19/02 BOSTON ACOUSTICS INC MA X X 06/19/02 AMEND BRIAZZ INC WA X X 06/18/02 C H ROBINSON WORLDWIDE INC DE X X 06/18/02 CARNIVAL CORP DE X X 05/31/02 CATALINA LIGHTING INC FL X X 06/20/02 CBRL GROUP INC TN X X 06/20/02 CEDAR FAIR L P DE X 06/13/02 CELL PATHWAYS INC /DE X X 06/14/02 AMEND CENTENE CORP X X 06/14/02 CITIBANK SOUTH DAKOTA N A DE X 05/28/02 CITYXPRESS COM CORP FL X 06/20/02 COMMUNITY CAPITAL CORP /SC/ SC X X 06/19/02 COMPETITIVE TECHNOLOGIES INC DE X X 07/17/02 COMPUSONICS VIDEO CORP CO X 06/20/02 CONNECTICUT WATER SERVICE INC / CT CT X X 06/18/02 CONSOLIDATED CONTAINER CO LLC DE X X 06/20/02 CONSOLIDATED CONTAINER CO LLC DE X X 06/20/02 CONSOLIDATED EDISON CO OF NEW YORK IN NY X X 06/19/02 COOL CAN TECHNOLOGIES INC/CA MN X X 06/06/02 CREDIT SUISSE FIRST BOSTON MORTGAGE A DE X 06/18/02 CREDIT SUISSE FIRST BOSTON MORTGAGE A DE X 06/18/02 CREDIT SUISSE FIRST BOSTON MORTGAGE S DE X X 06/20/02 CRESCENT BANKING CO GA X X 06/19/02 CSB BANCORP INC /OH OH X X 06/19/02 CSG SYSTEMS INTERNATIONAL INC DE X X 06/17/02 CSS INDUSTRIES INC DE X X 05/21/02 AMEND CTS CORP IN X 06/30/02 CWABS INC DE X X 06/20/02 DEERE JOHN RECEIVABLES INC DE X X 06/20/02 DEERE JOHN RECEIVABLES INC DE X X 06/20/02 DELTAGEN INC DE X X 06/20/02 DIAMOND HITTS PRODUCTION INC FL X X 02/27/02 AMEND EAGLE SUPPLY GROUP INC DE X 06/19/02 ELECTROGLAS INC DE X X 06/19/02 EME HOMER CITY GENERATION LP CA X 06/18/02 EMMIS COMMUNICATIONS CORP IN X X 06/13/02 AMEND ENSCO INTERNATIONAL INC DE X 06/17/02 AMEND ENTERPRISES SOLUTIONS INC NV X 06/08/01 AMEND ESB FINANCIAL CORP PA X X 06/18/02 EXELON CORP PA X 06/20/02 EXPEDITORS INTERNATIONAL OF WASHINGTO WA X 06/19/02 FIRSTFED FINANCIAL CORP DE X 05/31/02 FISHTHEWORLD HOLDINGS INC FL X X X X X 05/08/02 AMEND FLEET HOME EQUITY LOAN CORP DE X 06/20/02 FLORIDA EAST COAST INDUSTRIES INC FL X 06/20/02 FRANKLIN RECEIVABLES LLC DE X X 06/13/02 GENERAL CREDIT CORP NY X 06/18/02 GLENBOROUGH REALTY TRUST INC MD X X 06/14/02 GMAC COMMERCIAL MORTGAGE SECURITIES I DE X X 06/18/02 GOLDMAN SACHS GROUP INC/ DE X 06/20/02 HEI INC MN X 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