SEC NEWS DIGEST Issue 2002-147 July 31, 2002 ENFORCEMENT PROCEEDINGS SEC INSTITUTES AND SETTLES PROCEEDINGS AGAINST WACO SECURITIES FIRM AND ITS PRINCIPALS FOR FRAUD AND OTHER SECURITIES LAW VIOLATIONS On July 30, the Commission instituted and simultaneously settled public administrative and cease-and-desist proceedings against Consortium Investments, Ltd., a registered investment adviser and broker-dealer; its president, P. Chad Castle; and its financial and operational principal, James David Groce, all of Waco, Texas. The Commission found that Consortium, Castle and Groce willfully violated Sections 17(a)(1) and 17(a)(3) of the Securities Act of 1933 by committing fraud in the offer of securities; that Consortium willfully violated Sections 203A, 206(1), 206(2), and 207 of the Investment Advisers Act by, respectively, registering with the SEC as an investment adviser when it was not eligible for registration, by committing fraud against the firm's advisory clients, and by filing a false report with the SEC; that Groce and Castle willfully aided, abetted, and caused Consortium's violations of Sections 203A, 206(1) and 206(2) of the Advisers Act; and that Castle willfully violated Section 207 of the Advisers Act by making a false statement in a report that Consortium filed with the SEC. Specifically, the SEC found that, between 1998 and 2001, Consortium sold to its advisory clients and others over $13 million in debt and equity securities that, in 2001, turned out to be worthless. Consortium, Castle and Groce then offered to give to those investors shares of common stock of a company that had agreed to acquire Consortium, in return for written releases of liability for the investors' losses. The SEC found that Consortium, Castle and Groce said they would "give up ownership" of Consortium to the acquiring company in order to obtain shares of the acquiring company to give to the investors. Consortium, Castle and Groce failed, however, to disclose a number of material facts, the omission of which caused their representations to be false and misleading. They failed to disclose that they each expected to retain 300,000 shares of the acquiring company's stock, or that they expected to receive salaries, health insurance, automobiles, expense accounts and stock options, in return for continuing to manage Consortium as a subsidiary of the acquiring company. The SEC also found that, on April 2, 2001, Consortium filed an annual amendment to Form ADV, signed by Castle, which stated that Consortium had $30 million in assets under management, when in fact the value of Consortium's assets under management at that time was less than $3 million. Furthermore, Consortium was unlawfully registered with the Commission as an investment adviser, because $25 million was the minimum amount of assets under management required for an investment adviser to be eligible for registration with the Commission. I Without admitting or denying the SEC's findings, Consortium, Castle and Groce consented to the entry of an order that requires them to cease and desist from committing or causing any violation and any future violation of the securities laws described above, and that requires the withdrawal of Consortium's investment adviser and broker-dealer registrations with the Commission. Castle and Groce also agreed to pay civil money penalties of $25,000 each. (Rels. 33-8117; 34-46281; IA-2045; File No. 3-10852) IN THE MATTER OF NEWCOM, INC. On July 30, the Commission instituted an Order revoking the registration of the common stock of NewCom; Inc., a former subsidiary of Californiabased Aura Systems, Inc. The Commission found that NewCom failed to comply with Section 13(a) of the Exchange Act and Rules 13a-1 and 13a-13 thereunder by failing to file timely and in proper form its annual reports on Form 10-K and its quarterly reports on Form 10-Q since June, 1999. This Order follows a June 27, 2002, judgment entered by consent by the U.S. District Court for the Central District of California permanently enjoining NewCom from violating Section 17(a) of the Securities Act of 1933 and Sections 10(b) and 13(a), 13(b)(2)(A) and 13(b)(2)(B) of the Securities Exchange Act of 1934 and Rules 10b-5, 12b- 20, 13a-1, and 13a-13 thereunder. See LR-17557, June 11, 2002. (Rel. 34- 46283; File No. 3-10853) FORMER FUGITIVE INVESTMENT BANKER ORDERED TO PAY MORE THAN $9 MILLION FOR INSIDER TRADING The Commission announced that on July 25 Judge Robert P. Patterson of the Southern District of New York entered a final judgment granting the SEC's motion for summary judgment against Arjun Sekhri, 37, an Indian national who formerly worked as an investment banking associate at Salomon Smith Barney, Inc. in New York City. Based on its findings, the Court permanently enjoined Sekhri from future violations of Sections 10(b) and 14(e) of the Securities Exchange Act of 1934 and Rules 10b-5 and 14e-3, and ordered him to disgorge $957,892.55 in insider trading profits of the individuals who traded based upon his tips. The SEC has already recovered more than $1.6 million in disgorgement from other defendants, and the amount that Sekhri has been ordered to disgorge represents the remaining illegal profits that had not yet been recovered in this action. Sekhri was also ordered to pay prejudgment interest of $376,879.66 and to pay the maximum civil penalty of $7,727,772.21, which is three times the total illegal profit of $2,575,924.07 made by Sekhri's tippees. The Court found that, between September 1997 and January 1998, Sekhri, Amolak Sehgal, Pratima Rajan, Fuad Dow, Gordon W. Cochrane, Martin L. Thifault, Rohina Sharma, Sharad Kapoor, and Sekhri's father, Mahendar Sekhri, engaged in an insider trading scheme in which Sekhri's tips led to trades by the individuals purchasing securities of MCI Communications Corp., Brooks Fiber Properties, Inc., Carson Pirie Scott & Co., Inc., Central and South West Corp., and Southern New England Telecommunications Corp., in advance of six merger and acquisition announcements involving these companies. Sekhri's repeated tips of inside information to his tippees generated illegal profits of approximately $2.5 million. In January 1998, after learning that the SEC was investigating this trading, Sekhri quickly fled the United States and traveled to India to avoid prosecution. On April 1, 1998, the SEC charged Sekhri and others with insider trading. The U.S. Attorney's Office for the Southern District of New York later filed criminal charges against Sekhri for illegal insider trading. Sekhri remained a fugitive for more than a year until he was arrested in Australia and extradited to the United States. On March 14, 2040, he pled guilty to criminal charges of insider trading and was sentenced to 24 months in jail. Sekhri was deported to India after he had completed his criminal sentence. In imposing the maximum civil penalty allowable, the Court observed that Sekhri "held one of the highest positions of trust and confidence at a major investment banking firm, and he betrayed that trust on repeated occasions." The SEC's litigation in this case continues against the remaining defendants. [SEC v. Arjun Sekhri, Amolak Sehgal, Pratima Rajan, Fuad Dow, Gordon W. Cochrane, Martin L. Thifault, Rohina Sharma, and Sharad Kapoor, Defendants, and Mahendar Sekhri and Sharda Sekhri, Relief Defendants, Civil Action No. 98 Civ. 2320, S.D.N.Y., RPP] (LR- 17636) CIVIL ACTION FILED AGAINST ANDREW POPE On July 30, the Commission filed an injunctive action in federal district court in Las Vegas, Nevada against Andrew L. Pope. The Commission's complaint alleges, among other things, that between February 8 and May 12, 2000, Pope engaged in a fraudulent scheme to promote the stock of six microcap companies through the dissemination of a large number of unsolicited spam e-mails. According to the complaint, the e-mails contained false and misleading statements concerning, among other things, Pope's trading intentions, compensation, and success track record with respect to the stocks he was promoting via e-mail. According to the complaint, after disseminating the spam e-mails and fraudulently generating investor interest, Pope sold stock of all six of the issuers into the resulting inflated markets, thereby realizing profits of approximately $669,000. The Commission's complaint alleges that Pope's scheme violated the registration and antifraud provisions of the federal securities law set forth in Sections 5(a), 5(c) and 17(b) of the Securities Act of 1933, Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5 thereunder. The Commission seeks a permanent injunction, disgorgement, and civil penalties. [SEC v. Andrew L. Pope, No. CV S-02-1014 RLH, RJJ, USDC D. Nevada] (LR-17637) SEC OBTAINS FEDERAL COURT ORDER FREEZING ASSETS OF AVENTURA, FLORIDA, COMPANY INVOLVED IN AN $87 MILLION SECURITIES FRAUD SCHEME On July 24, the Commission filed an emergency federal civil action against American Financial Group of Aventura, Inc. (AFG), a Florida corporation, David H. Siegel (Siegel), AFG's vice president and director of investments, and relief defendant American Wealth Management of Aventura, Inc., a Florida corporation in connection with an alleged fraudulent offer and sale of investment contracts. AFG was in the business of pooling investor money and then using those monies to make secured loans to individuals who pledged restricted stock as collateral. On July 25, the Honorable Donald L. Graham, United States District Judge for the Southern District of Florida entered, among other things, an emergency order to temporarily freeze the assets of the defendants. In its complaint and application to the Court for a temporary asset freeze order, the SEC alleged that AFG raised approximately $87 million from investors by selling them investment contracts consisting of fractionalized interests in restricted stock loans through AFG's so- called "Restricted Stock Loan Program." Among other things, the SEC's complaint alleges that AFG enticed investors with promises of high returns with low risk because investments were purportedly over- collateralized with restricted stock. The SEC's complaint further alleges that Siegel, a recidivist securities laws violator, misappropriated investor monies and issued false statements to investors falsely showing high returns when, in fact, the investments were losing value because Siegel was misappropriating the money raised by AFG. The SEC's complaint also alleges that AFG misled investors by failing to disclose in its offering materials and website that Siegel had a long history of securities laws violations, including an injunction entered against him in 1987 for participating in a stock manipulation scheme. As a result, the Commission charges AFG and Siegel with violations of Sections 17(a) of the Securities Act of 1933, Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5 thereunder. The SEC is also seeking, among other things, permanent injunctions, disgorgement of ill-gotten profits and a civil money penalty against AFG and Siegel. [SEC v. American Financial Group of Aventura, Inc., David H. Siegel and American Wealth Management of Aventura, Inc., Case No. 02-22198-CIV- GRAHAM, S.D. Fla., filed July 24, 2002] (LR-17638) JUDGE ORDERS TWO INTERNET WEB SITE OPERATORS TO COMPLY WITH SUBPOENAS On July 29, United States District Judge Gary A. Feess ruled that Scott S. Fraser and SparkLIST.com must comply with investigative subpoenas issued by the Securities and Exchange Commission. Fraser of San Diego, California, publishes a monthly investment newsletter called The Natural Contrarian and operates an internet Website called ScottFraser.com. Sparklist, based in Green Bay, Wisconsin, is an internet related company that sends e-mail messages for businesses that wish to outsource their email newsletters. Sparklist was paid by Fraser to send e-mails to the public about Fraser's and his subscribers' investment success. On May 13, 2001 and May 21, 2001, the Commission issued subpoenas to Fraser and Sparklist seeking documents relating to Fraser's possible violations of the antifraud and investment adviser registration provisions of the federal securities laws. After Fraser and Sparklist failed to comply with the subpoenas and did not provide any valid justification for their failure to comply, the Commission filed an application in federal court in Los Angeles seeking an order directing Fraser and Sparklist to comply with the subpoenas. The Commission's application alleged that Fraser recommends the purchase and sale of securities in The Natural Contrarian and through ScottFraser.com. The Commission is investigating whether Fraser has falsely claimed that he has "turned over 1,170 of [his] subscribers into MULTI-MILLIONAIRES," that his "oil and gas [stock] picks have yielded over 1,805% combined returns," and that "over 87% . . . [of his] stock recommendations . . . have increased on average 135% in the past 28 months." [SEC v. Scott S. Fraser and SparkLIST.com, Civil Action No. 02- 05485 GAF, PLAx, C.D. Cal.] (LR-17640) CEO ENJOINED AND ORDERED TO PAY $100,000 PENALTY FOR SECURITIES FRAUD The Securities and Exchange Commission announced that on July 29 Robert N. Rooks, former CEO of JDMC Global Corp., was found liable for securities fraud by a Los Angeles federal court. The United States District Court for the Central District of California entered a final judgment against Rooks, a resident of Malibu, California, age 57, permanently enjoining him from future violations of Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5 thereunder, and ordering him to pay a $100,000 third tier civil penalty. The Court found that in 1996 Rooks disseminated false and misleading information about JDMC Global's financial condition and a supposed South African housing project. The Court found that Rooks' false and misleading information caused JDMC Global's stock price to skyrocket from $.13 to $4, or more than 3,000%, during June through September 1996. At the time of Rooks' fraud, JDMC Global was a publicly traded company based in Los Angeles, California that purportedly engaged in mining, construction, and entertainment. The Court also found that John W. Duffell, JDMC Global's stock promoter and a repeat securities law offender, violated the securities registration provisions of the federal securities laws, Sections 5(a) and 5(c) of the Securities Act of 1933. Duffell, an American living in France, age 52, promoted JDMC Global's unregistered stock and directed the company's sales efforts in the United States. The Court will decide in later proceedings the appropriate remedies against Duffell, including the amount of disgorgement and civil penalties and whether to issue an injunction for violating the federal securities registration provisions. In September 1996, the Commission suspended trading in the stock of JDMC Global, whose stock was traded on the Over-The-Counter Bulletin Board. See Rel. 34-37681, September 16, 1996. In May 2000, the SEC sued Rooks, Duffell and Charles E. Yost, another stock promoter, for fraudulently selling unregistered stock of JDMC Global. See LR-16550, May 12, 2000. The trial against Duffell and Yost for federal securities fraud is set for December 3, 2002. In 1979, in another SEC action, the United States District Court for the Central District of California issued a permanent injunction against Duffell for securities fraud and registration violations of the federal securities laws. In 1982, Duffell was convicted and sentenced to prison for securities fraud arising out of the same conduct in the 1979 SEC action. [Securities and Exchange Commission v. Robert N. Rooks, John W. Duffell III and Charles E. Yost II Civil Action No. EDCV 01-846, SGLx, Central District of California, Eastern Division] (LR-17640) SEC CHARGES STEVEN BOLLA WITH FRAUD AND VIOLATION OF PRIOR INVESTMENT ADVISER BAR ORDER; WIFE, BUSINESS PARTNER AND BETHESDA-BASED WASHINGTON INVESTMENT NETWORK ALSO CHARGED On July 30, the Commission charged investment adviser Steven Bolla, 43, of Alpharetta, Georgia, with securities fraud and with violating a June, 2000, SEC order barring him from associating with any investment adviser. In the action, the Commission alleges that, for months after he was barred, Bolla continued to manage finances and business relationships for the Washington Investment Network (WIN), an investment adviser based in Bethesda, Maryland, as well as deal with WIN clients. WIN is also charged with allowing Bolla to continue associating with the firm after the SEC had barred him from doing so. Bolla's wife, Susan Bolla, and his business partner, Robert Radano, are alleged to have aided and abetted the violations of the SEC's bar order. The complaint alleges that Susan Bolla, who had no previous investment advisory or other securities experience, was set up as the nominal co-owner of WIN in 1997 to conceal her husband's control of the firm. The complaint charges Steven Bolla and WIN with violating Section 203(f) of the Investment Advisers Act, and charges Susan Bolla and Radano with aiding and abetting the Section 203(f) violations. The order barring Bolla from associating with any investment adviser was issued following a June 2000 enforcement action by the SEC in which Bolla was enjoined from violating the antifraud and other provisions of the federal securities laws. See SEC v. James L. Foster, Laurie F. Foster, Steven M. Bolla and William E. Busacker, Jr., LR-16567, May 30, 2000; and In the Matter of James L. Foster et al., Rel. 34-42963, June 20, 2000. In the June, 2000, case, Bolla was ordered to pay a $10,000 penalty. The court's order imposing the penalty noted that Bolla was not directed to pay a higher amount because he had demonstrated an inability to pay in sworn financial statements that he had submitted to the SEC. On May 9, 2002, in an action brought by the United States Attorney for the District of Columbia, Bolla pled guilty to federal criminal charges for making false statements in 1999 and 2000 to the SEC in violation of 18 U.S.C. Section 1001. In pleading guilty, Bolla admitted that the financial statements he submitted to the SEC during its prior investigation against him underreported his income and assets, and contained other false information. Bolla faces a maximum sentence in the criminal proceeding of five years imprisonment and a $250,000 fine. See United States v. Steven M. Bolla, LR-17512, May 9, 2002. Sentencing in the criminal matter is scheduled for August 30, 2002. The SEC complaint filed today charges that WIN committed fraud, assisted by the Bollas and by Radano, by failing to disclose Bolla's bar and disciplinary history to the firm's advisory clients while Bolla continued associating with the firm. The complaint alleges that WIN's failure to disclose Bolla's bar and disciplinary history violated Sections 206(1) and (2) of the Advisers Act. By failing to make these disclosures on behalf of the firm, the complaint charges Steven Bolla, Susan Bolla and Radano with aiding and abetting the firm's violations of Sections 206(1) and (2). In addition, the complaint charges that Bolla committed fraud by making material misrepresentations to one of his advisory clients regarding a private placement investment he was soliciting as an unregistered broker- dealer in violation of Section 17(a) of the Securities Act, Sections 10(b) and 15(a) of the Exchange Act, and Rule 10b-5 thereunder, and Sections 206(1) and (2) of the Advisers Act The SEC's complaint seeks injunctions against Steven Bolla from violating Section 15(a) of the Exchange Act and Section 203(f) of the Advisers Act. The complaint seeks injunctions against WIN from violating Sections 203(f) and 206(1) and (2) of the Advisers Act. The complaint also seeks injunctions against Susan Bolla and Radano from aiding and abetting violations of Sections 203(f) and 206(1) and (2) of the Advisers Act. In addition, the complaint seeks disgorgement of unlawful profits from Steven Bolla and Susan Bolla and money penalties against all defendants for their violations of the federal securities laws. [SEC v. Steven M. Bolla, Washington Investment Network, Susan Bolla and Robert Radano, Civil Action No. 1:02CV01506, D.D.C., CKK] (LR- 17642) SEC OBTAINS EMERGENCY ORDER HALTING ONGOING FRAUD BY BROKER-DEALER AND AFFILIATES The Commission today brought an emergency action in federal court in Manhattan to halt an ongoing fraud by Platinum Investment Corp. ("Platinum"), a registered broker-dealer; Platinum Investment Holding Corp. ("PIHC"), a supposed "financial service holding corporation;" Lee Antonucci ("L.Antonuuci"), a PIHC principal; and Platinum associates Andrew Antonucci ("A. Antonucci"), Marcos Martinez ("Martinez"), James Frace ("Frace"), and Mathew Beaulieu ("Beaulieu"). The Commission alleges that, to date, defendants have fraudulently obtained over $1.5 million from at least 56 investors through two schemes: (a) an offering of stock in PIHC for $1.00 per share, and (b) an offering in New Focus Capital Partners ("New Focus"), a purported hedge fund. The complaint alleges that defendants have mislead investors through a host of patently false misrepresentations about PIHC and New Focus - including the demonstrably false misrepresentation that PIHC is close to conducting an initial public offering ("IPO"). The Commission has moved for a preliminary injunction and other interim relief to preserve the status quo. Pending the outcome of that motion, on the Commission's application, the court has temporarily restrained the defendants from violating antifraud, registration, and books and records provisions of the Securities Act of 1933 ("Securities Act") and the Securities Exchange Act of 1934 ("Exchange Act"); frozen defendants' assets; ordered the defendants to submit accountings; ordered expedited discovery; and prohibited defendants from destroying documents and other evidence. The Commission alleges that the defendants have deceived actual and prospective investors by claiming that PIHC is on the verge of launching an IPO within weeks or days. According to the complaint, PIHC has not filed any registration statement with the Commission or otherwise taken any steps toward an IPO. The Commission also alleges that the defendants have made baseless projections about the price at which PIHC stock would trade on the secondary market; have misrepresented the identity of PIHC's officers; diverted investor proceeds; falsely claimed that PIHC owns a successful, proprietary "momentum" trading program called IntelliTrendXLT; and falsely portrayed New Focus as a hedge fund with a successful track record. The complaint names the following defendants: 1. Platinum, a Nevada corporation and a registered broker-dealer based in Rochester, New York. Platinum employs eight registered representatives in Rochester, nine registered representatives in New York City, five in Fort Lauderdale, Florida, and three "independent brokers" in California. 2. PIHC, a Nevada corporation with the same Rochester, New York office address as Platinum. 3. L. Antonucci, 32, a resident of Hilton, New York. He owns a majority stake in Platinum through a real estate company he controls, RDC Development, Inc. According to PIHC's January 2002 offering memorandum, he is Vice-President, Secretary and a Director of PIHC. 4. A. Antonucci, 30, a resident of Hilton, New York. He is associated with Platinum. 5. Martinez, 29, the branch office manager and principal of Platinum's Fort Lauderdale office. According to Martinez's business card, he is Managing Director of Platinum. 6. Frace, 33, a resident of Sunrise, Florida and a registered representative of Platinum. 7. Beaulieu, 34, is a resident of Rochester, New York. He is a registered representative associated with Platinum in the Rochester office. The complaint seeks, as final relief against all defendants, permanent injunctions against future violations of Sections 5(a), 5(c) and 17(a) of the Securities Act; Section 10(b) of the Exchange Act, and Rule 10b-5 thereunder. In addition, the complaint seeks against Platinum permanent injunctions against future violations of Sections 15(g), 17(a) and 17(b) of the Exchange Act, and Rule 15g-9 thereunder. The Commission also seeks against all defendants disgorgement of all ill-gotten gains plus prejudgment interest, and civil penalties. The litigation is pending. A hearing on the Commission's motion for a preliminary injunction is scheduled for August 9. [SEC v. Platinum Investment Corporation, et al., S.D.N.Y., 02 Civ. 6093, JSR] (LR-17643) INVESTMENT COMPANY ACT RELEASE THE PHOENIX EDGE SERIES FUND, ET AL. A notice has been issued giving interested persons until August 19, 2002 to request a hearing on an application filed by The Phoenix Fund (Fund), Phoenix Investment Counsel, Inc. (PIC), Phoenix-Aberdeen International Advisors, LLC (PAIA), Duff & Phelps Investment Management Co. (DPIM) and Phoenix Variable Advisors, Inc. (PVA) (collectively, Applicants). Applicants seek an order under Section 6(c) of the Investment Company Act granting relief from Sections 9(a), 13(a), 15(a) and 15(b) of the Act and Rules 6e-2(b)(15) and 6e-3(T)(b)(15) thereunder to permit shares of the Fund or any other existing or future investment company that is designed to fund insurance products and for which PIC, PAIA, DPIM or PVA or any of their affiliates may serve as investment manager, investment advisor, sub-advisor, administrator, manager, principal underwriter or sponsor, or any current or future series of the fund or such other investment company to be sold to and held by: (1) separate accounts funding variable annuity and variable life insurance contracts issued by both affiliated and unaffiliated life insurance companies; and (2) qualified pension and retirement plans outside of the separate account context. (Rel. IC-25687 - July 26) SELF REGULATORY ORGANIZATIONS ACCELERATED APPROVAL OF PROPOSED RULE CHANGE The Commission granted accelerated approval to a proposed rule change filed by the Cincinnati Stock Exchange (SR-CSE-2001-06) under Rule 19b-4 of the Exchange Act, on a pilot basis until September 30, 2002, amending CSE Rule 12.6, Customer Priority, to require designated dealers to better customer orders by sufficient increments in the sub-penny environment in order to trade Nasdaq National Market and SmallCap securities for their own accounts. (Rel. 34-46274) APPROVAL OF PROPOSED RULE CHANGES The Commission has approved a proposed rule change submitted under Rule 19b-4 under the Securities Exchange Act of 1934 by the National Association of Securities Dealers through its wholly-owned subsidiary, NASD Dispute Resolution, Inc. (SR-NASD-2002-62) amending the NASD Code of Arbitration Procedure to conform Rule 10314(b) to the current minimum standard applicable to claims. Publication of the order in the Federal Register is expected during the week of July 29. (Rel. 34-46256) The Securities and Exchange Commission approved a proposed rule change submitted under Rule 19b-4 of the Securities Exchange Act of 1934 (SR- ISE-2002-11) by the International Securities Exchange relating to a market maker inactivity fee. Publication of the proposal is expected in the Federal Register during the week of July 29. (Rel. 34-46272) DELISTING An order has been issued granting the application of the New York Stock Exchange to strike from listing and registration the Enterprise Oil plc, American Depositary Shares (each representing three ordinary shares), effective at the opening of business on July 31, 2002. (Rel. 34-46284) 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 BANCCAP ASSET SECURIZATION ISSUANCE CORP, 553 CAPITAL DRIVE, LAKE ZURICH, IL, 60647, 0 ($1,000,000.00) Asset-Backed Securities, (File 333-97289 - Jul. 30) (BR. 05) S-4 EXTENDICARE HEALTH SERVICES INC, 105 W MICHIGAN ST, MILWAUKEE, WI, 53203, 4142719696 - 0 ($150,000,000.00) Non-Convertible Debt, (File 333-97293 - Jul. 30) (BR. 08) SB-2 SUN NETWORK GROUP INC, 3059232210 - 39,000,000 ($3,600,000.00) Equity, (File 333-97295 - Jul. 30) (BR. 03) S-8 ENCORE CAPITAL GROUP INC, 5775 ROSECOE COURT, SAN DIEGO, CA, 92123, 8007590327 - 1,050,000 ($546,000.00) Equity, (File 333-97297 - Jul. 30) (BR. 07) S-8 PATRIOT BANK CORP, HIGH & HANOVER STREETS, P O BOX 1090, POTTSTOWN, PA, 19464, 6103231500 - 300,000 ($3,888,000.00) Equity, (File 333-97307 - Jul. 30) (BR. 07) S-8 NORSTAR GROUP INC, 6365 N W 6TH WAY, SUITE 160, FORT LAUDERDALE, FL, 33309, 9547720240 - 5,050,000 ($75,750.00) Equity, (File 333-97309 - Jul. 30) (BR. 08) S-8 BANKNORTH GROUP INC/ME, ONE PORTLAND SQ, P O BOX 9540, PORTLAND, ME, 04112, 2077618500 - 1,502,400 ($32,803,632.00) Equity, (File 333-97311 - Jul. 30) (BR. 07) S-8 SIMPSON MANUFACTURING CO INC /CA/, 4120 DUBLILN BLVD STE 400, DUBLIN, CA, 94568, 9255609000 - 0 ($2,057,000.00) Equity, (File 333-97313 - Jul. 30) (BR. 06) S-8 SIMPSON MANUFACTURING CO INC /CA/, 4120 DUBLILN BLVD STE 400, DUBLIN, CA, 94568, 9255609000 - 0 ($102,850,000.00) Equity, (File 333-97315 - Jul. 30) (BR. 06) S-8 SYNOPSYS INC, 700 E MIDDLEFIELD RD, MOUNTAIN VIEW, CA, 94043-4033, 6509625000 - 2,526,760 ($103,571,890.00) Equity, (File 333-97317 - Jul. 30) (BR. 03) S-8 SYNOPSYS INC, 700 E MIDDLEFIELD RD, MOUNTAIN VIEW, CA, 94043-4033, 6509625000 - 97,625 ($1,370,655.00) Equity, (File 333-97319 - Jul. 30) (BR. 03) S-1 BRIAZZ INC, 3901 7TH AVE SOUTH, STE 200, SEATTLE, WA, 98108, 2064670994 - 2,507,452 ($1,904,205.00) Equity, (File 333-97321 - Jul. 30) (BR. 05) S-8 PACIFIC INTERNATIONAL HOLDING INC, 163-10 NORTHERN BLVD SUITE 202, FLUSHING, NY, 11458, 7184604728 - 3,000,000 ($150,000.00) Equity, (File 333-97323 - Jul. 30) (BR. 09) S-8 IMAGING TECHNOLOGIES CORP/CA, 15175 INNOVATION DRIVE, SAN DIEGO, CA, 92128, 6196131300 - 19,593,750 ($92,968.75) Equity, (File 333-97325 - Jul. 30) (BR. 03) S-8 PREMIER FINANCIAL BANCORP INC, 115 N HAMILTON ST, P O BOX 1485, GEORGETOWN, KY, 40324, 5028631955 - 0 ($3,692,500.00) Equity, (File 333-97327 - Jul. 30) (BR. 07) S-8 VERIDIAN CORP, 1200 SOUTH HAYES ST., SUITE 1100, ARLINGTON, VA, 22202, 7035753100 - 0 ($65,599,762.00) Equity, (File 333-97329 - Jul. 30) (BR. 03) S-8 SYCONET COM INC, 5020 CAMPUS DRIVE, NEWPORT BEACH, CA, 92660, 9499727391 - 0 ($19,450.00) Equity, (File 333-97331 - Jul. 30) (BR. 05) S-8 CENTRA SOFTWARE INC, 430 BEDFORD STREET, LEXINGTON, MA, 02420, 7818617000 - 0 ($1,538,548.00) Equity, (File 333-97333 - Jul. 30) (BR. 08) S-8 TRACER PETROLEUM CORPORATION, 1113 LAVAL STREET SW, CALGARY ALBERTA CANADA T2T 1L2, A0, 00000, 4032901676 - 4,000,000 ($1,280,000.00) Equity, (File 333-97335 - Jul. 30) (BR. 04) S-3 PENNSYLVANIA REAL ESTATE INVESTMENT TRUST, THE BELLEVUE, 200 S BROAD STREET, PHILADELPHIA, PA, 19102, 2155429250 - 1,176,627 ($25,297,480.50) Equity, (File 333-97337 - Jul. 30) (BR. 08) S-8 INDYMAC BANCORP INC, 155 N LAKE AVE, MSN 35 13, PASADENA, CA, 91101, 8006692300 - 0 ($56,010,000.00) Equity, (File 333-97339 - Jul. 30) (BR. 07) S-8 ADIRONDACK PURE SPRINGS MT WATER CO INC, 125 MICHAEL DR, SUITE 101, SYOSSET, NY, 11791, 5169217288 - 3,060,000 ($765,000.00) Equity, (File 333-97343 - Jul. 30) (BR. 04) S-3 XECHEM INTERNATIONAL INC, 100 JERSEY AVE E, BLDG B STE 310, NEW BRUNSWICK, NJ, 08901, 9082473300 - 0 ($4,046,850.00) Equity, (File 333-97345 - Jul. 30) (BR. 01) S-8 MERCATOR SOFTWARE INC, 45 DANBURY RD, WILTON, CT, 06897, 2037617600 - 0 ($1,910,642.85) Equity, (File 333-97347 - Jul. 30) (BR. 03) S-8 MERCATOR SOFTWARE INC, 45 DANBURY RD, WILTON, CT, 06897, 2037617600 - 0 ($3,375,000.00) Equity, (File 333-97349 - Jul. 30) (BR. 03) SB-2 EP MEDSYSTEMS INC, 100 STIERLI COURT, SUITE 107, MOUNT ARLINGTON, NJ, 07856, 9733982800 - 0 ($5,940,000.00) Equity, (File 333-97351 - Jul. 30) (BR. 36) S-1 CEVA INC, 3120 SCOTT BLVD, SANTA CLARA, CA, 95054, 4089864300 - 9,019,331 ($3,968,505.64) Equity, (File 333-97353 - Jul. 30) (BR. 36) S-8 PETMED EXPRESS INC, 1441 SW 29 AVENUE, POMPANO BEACH, FL, 33069, 9549794788 - 5,000,000 ($6,915,850.00) Equity, (File 333-97355 - Jul. 30) (BR. 04) S-8 ICT GROUP INC, 800 TOWN CENTER DR, LANGHORNE, PA, 19047, 2157570200 - 50,000 ($641,500.00) Equity, (File 333-97357 - Jul. 30) (BR. 08) S-3 ROBOTIC VISION SYSTEMS INC, 5 SHAWMUT ROAD, CANTON, MA, 02021, 7818210830 - 0 ($763,976.64) Equity, (File 333-97359 - Jul. 30) (BR. 36) S-3 NATIONAL PENN BANCSHARES INC, PHILADELPHIA AND READING AVE, PO 547, BOYERTOWN, PA, 19512, 2153676001 - 2,530,000 ($63,250,000.00) Equity, (File 333-97361 - Jul. 30) (BR. 07) SB-2 GPN NETWORK INC, 5000 BIRCH STREET, WEST TOWER, SUITE 4900, NEWPORT BEACH, CA, 92660, 9497522797 - 14,700,000 ($882,000.00) Equity, (File 333-97363 - Jul. 30) (BR. 36) S-8 EATON CORP, EATON CTR, 1111 SUPERIOR AVE, CLEVELAND, OH, 44114-2584, 2165235000 - 0 ($6,695,000.00) Equity, (File 333-97365 - Jul. 30) (BR. 05) S-3 EVEREST RE GROUP LTD, C/O ABG FINANCIAL & MANAGEMENT SERVICES, PARKER HOUSE WILDEY ROAD, ST MICHAEL BARBADOS, 2464366287 - 0 ($475,000,000.00) Equity, (File 333-97367 - Jul. 30) (BR. 01) S-8 CONCEPTUS INC, 1021 HOWARD AVE, SAN CARLOS, CA, 94070, 4158027240 - 0 ($15,340,511.00) Equity, (File 333-97369 - Jul. 30) (BR. 36) S-8 EATON CORP, EATON CTR, 1111 SUPERIOR AVE, CLEVELAND, OH, 44114-2584, 2165235000 - 2,500,000 ($167,375,000.00) Equity, (File 333-97371 - Jul. 30) (BR. 05) S-8 EATON CORP, EATON CTR, 1111 SUPERIOR AVE, CLEVELAND, OH, 44114-2584, 2165235000 - 0 ($2,008,500.00) Equity, (File 333-97373 - Jul. 30) (BR. 05) S-8 REGENERON PHARMACEUTICALS INC, 777 OLD SAW MILL RIVER RD, TARRYTOWN, NY, 10591-6707, 9143477000 - 0 ($76,021,431.00) Equity, (File 333-97375 - Jul. 30) (BR. 01) S-8 CYBEX INTERNATIONAL INC, 10 TROTTER DRIVE, MEDWAY, MA, 02053, 5085334300 - 150,000 ($213,000.00) Equity, (File 333-97377 - Jul. 30) (BR. 05) RECENT 8K FILINGS Form 8-K is used by companies to file current reports on the following events: Item 1. Changes in Control of Registrant. Item 2. Acquisition or Disposition of Assets. Item 3. Bankruptcy or Receivership. Item 4. Changes in Registrant's Certifying Accountant. Item 5. Other Materially Important Events. Item 6. Resignations of Registrant's Directors. Item 7. Financial Statements and Exhibits. Item 8. Change in Fiscal Year. Item 9. Regulation FD Disclosure. 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 1ST REALTY INVESTMENTS INC NV X 07/25/02 ADVANCED BIOTHERAPY INC NV X X 07/25/02 AFFILIATED MANAGERS GROUP INC DE X X 07/24/02 AFTERMARKET TECHNOLOGY CORP DE X X 07/29/02 AGATE TECHNOLOGIES INC DE DE X 07/23/02 AIRGAS INC DE X X 07/29/02 AK STEEL HOLDING CORP DE X X 07/26/02 ALLIANCE FINANCIAL CORP /NY/ NY X 07/18/02 ALLIED ARTISTS ENTERTAINMENT GROUP IN NV X 08/31/02 AMERICAN ACHIEVEMENT CORP DE X X 07/15/02 AMR CORP DE X 07/24/02 AMSOUTH AUTO RECEIVABLES LLC X X 07/15/02 APARTMENT INVESTMENT & MANAGEMENT CO MD X X 07/29/02 AQUASEARCH INC CO X 07/25/02 ASSET BACKED SECURITIES CORP DE X X 02/15/02 AT COMM CORP DE X X 07/25/02 AT&T CORP NY X 07/30/02 ATLAS REPUBLIC CORP CO X 05/13/02 AMEND BANC OF AMERICA COMMERCIAL MORTGAGE I DE X X 07/30/02 BEVERLY ENTERPRISES INC DE X X 07/30/02 BNP RESIDENTIAL PROPERTIES INC MD X X 05/31/02 AMEND BOSTON LIFE SCIENCES INC /DE DE X X 07/25/02 BROOKS-PRI AUTOMATION INC DE X X 07/03/02 BUTLER NATIONAL CORP DE X 07/29/02 CADMUS COMMUNICATIONS CORP/NEW VA X X 07/30/02 CAPITOL COMMUNITIES CORP NY X X X 07/29/02 CARDIAC SCIENCE INC DE X X 07/29/02 CENTRAL EUROPEAN DISTRIBUTION CORP DE X X 05/09/02 AMEND CENTRAL PARKING CORP TN X 07/25/02 CH ENERGY GROUP INC NY X X 07/30/02 CHASE CREDIT CARD MASTER TRUST NY X X 07/15/02 CHASE MANHATTAN BANK USA DE X X 07/15/02 CHASE MANHATTAN BANK USA DE X X 07/15/02 CHASE MANHATTAN BANK USA DE X X 07/15/02 CHASE MANHATTAN HOME EQUITY LOAN TRUS NY X X 07/15/02 CHASE MANHATTAN MARINE OWNER TRUST 19 NY X X 07/15/02 CHASE MANHATTAN RV OWNER TRUST 1997-A DE X X 07/15/02 CHESAPEAKE ENERGY CORP OK X X 07/25/02 AMEND CITICORP MORTGAGE SECURITIES INC DE X 07/30/02 CITIZENS HOLDING CO /MS/ MS X X 07/30/02 CMS ENERGY CORP MI X X 06/26/02 COACHMEN INDUSTRIES INC IN X X 07/29/02 COHESION TECHNOLOGIES INC DE X X 07/24/02 CONVERGYS CORP OH X 07/23/02 CORNING INC /NY NY X X 07/30/02 CORNING INC /NY NY X X 07/30/02 CSFB MORTGAGE BACKED PASS THROUGH CER DE X X 06/25/02 CTI INDUSTRIES CORP DE X 07/24/02 CV THERAPEUTICS INC DE X X 07/29/02 CWABS INC ASSET BACKED CERTIFICATES S DE X X 07/26/02 CWMBS INC DE X 07/30/02 CWMBS INC DE X X 07/30/02 CWMBS INC DE X X 07/30/02 DBS INDUSTRIES INC DE X 07/24/02 DELPHI CORP DE X 07/30/02 DIVERSIFIED RESOURCES GROUP INC X X X 07/26/02 AMEND DOCENT INC DE X X 07/29/02 DOLE FOOD COMPANY INC DE X X 07/26/02 DOLLAR TREE STORES INC VA X 06/30/02 DOMINION HOMES INC OH X X 07/29/02 DRS TECHNOLOGIES INC DE X X 07/15/02 DYNEGY HOLDINGS INC DE X X 07/29/02 DYNEGY INC /IL/ IL X X 07/29/02 E DEAL NET INC NV X 09/30/02 EGAMES INC PA X X 07/29/02 ELXSI CORP /DE// DE X X 07/24/02 EMERGENCY FILTRATION PRODUCTS INC/ NV NV X X 07/24/02 ENTERGY CORP /DE/ DE X X 07/30/02 EPICEDGE INC TX X X 07/29/02 EQUITY OFFICE PROPERTIES TRUST MD X 07/29/02 FASTNET CORP PA X X 07/30/02 FINANCIAL FEDERAL CORP NV X 07/25/02 FIRST CENTURY BANKSHARES INC WV X X 07/30/02 FIRST HORIZON ASSET SECURITIES INC DE X X 07/30/02 FIRST MUTUAL BANCSHARES INC WA X 07/30/02 FIRST SECURITY BANCORP INC /KY/ KY X 06/30/02 FIRSTFED AMERICA BANCORP INC DE X X 07/29/02 FISERV INC WI X X 07/24/02 FLEXIBLE SOLUTIONS INTERNATIONAL INC NV X 07/25/02 FOODARAMA SUPERMARKETS INC NJ X 07/30/02 GENERAL MAGIC INC DE X X 07/29/02 GENERAL MAGIC INC DE X 07/29/02 AMEND GENESIS BIOVENTURES INC NY X X 05/30/02 GENTEK INC DE X X 07/30/02 GENUITY INC DE X X 07/30/02 GRANT GEOPHYSICAL INC DE X X 07/30/02 GRAY TELEVISION INC GA X X 07/25/02 GS MORTGAGE SECURITIES CORP DE X X 07/30/02 GUILFORD PHARMACEUTICALS INC DE X X 07/30/02 HALLIBURTON CO DE X X 07/24/02 HASTINGS MANUFACTURING CO MI X X 07/30/02 HEARTLAND FINANCIAL USA INC DE X 07/16/02 IGI INC DE X 06/29/02 IMPRESO INC DE X X 07/12/02 AMEND IN SPORTS INTERNATIONAL INC DE X 07/22/02 INTERNATIONAL BUSINESS MACHINES CORP NY X 07/30/02 INTERNATIONAL MULTIFOODS CORP DE X X 07/30/02 INVERESK RESEARCH GROUP INC DE X X 07/29/02 J2 COMMUNICATIONS /CA/ CA X X 07/30/02 KANSAS CITY SOUTHERN DE X X 07/29/02 KEANE INC MA X X 07/26/02 KELLSTROM INDUSTRIES INC DE X 07/17/02 KEY3MEDIA GROUP INC DE X 07/15/02 KIMCO REALTY CORP MD X X 07/29/02 LASON INC DE X 07/30/02 LEHMAN ABS CORP CORPORATE BACKED TRUS DE X X 07/24/02 LEHMAN ABS CORP CORPORATE BACKED TRUS DE X X 07/30/02 MALLON RESOURCES CORP CO X 07/29/02 MANITOWOC CO INC WI X 07/30/02 MATRITECH INC/DE/ DE X X 07/17/02 AMEND MEDISCIENCE TECHNOLOGY CORP NJ X 07/30/02 AMEND MELLON FINANCIAL CORP PA X X 07/23/02 MERA PHARMACEUTICALS INC DE X 07/25/02 MERGE TECHNOLOGIES INC WI X X 05/22/02 AMEND MICROMUSE INC DE X X 07/30/02 MICROSTRATEGY INC DE X 07/30/02 MIDAMERICAN ENERGY HOLDINGS CO /NEW/ IA X X 07/30/02 MODERN MEDICAL MODALITIES CORP NY X X 07/29/02 MOJAVE SOUTHERN INC NV X X X 07/29/02 MONSANTO CO /NEW/ DE X X X 07/30/02 MORGAN STANLEY DEAN WITTER CAPITAL I DE X X 07/29/02 MORTGAGE ASSET SECURITIZATION TRANSAC DE X X 07/29/02 MORTGAGE ASSET SECURITIZATION TRANSAC DE X X 07/29/02 MOTIENT CORP DE X 07/29/02 MPOWER COMMUNICATIONS CORP NV X X X 07/17/02 NATIONSBANK OF DELAWARE NA DE X X 06/17/02 NATIONSBANK OF DELAWARE NA DE X X 07/15/02 NATIONWIDE FINANCIAL SERVICES INC/ DE X X 07/30/02 NATIONWIDE LIFE INSURANCE CO OH X X 07/30/02 NCS HEALTHCARE INC DE X X 07/28/02 NETRO CORP CA X X 07/26/02 NOVAMED EYECARE INC DE X 07/25/02 NUANCE COMMUNICATIONS CA X X 07/23/02 ONYX ACCEPTANCE OWNER TRUST 2002-A DE X 06/30/02 ONYX ACCEPTANCE OWNER TRUST 2002-B DE X 06/30/02 OPTION ONE MORTGAGE ACCEPTANCE CORP DE X X 07/29/02 ORACLE CORP /DE/ DE X X 07/29/02 PALL CORP NY X 07/30/02 PATINA OIL & GAS CORP DE X X 07/29/02 PATINA OIL & GAS CORP DE X X 07/29/02 AMEND POINT 360 CA X 09/30/02 POOLED AUTO SECURITIES SHELF LLC DE X X 06/26/02 POPE RESOURCES LTD PARTNERSHIP DE X X 07/30/02 PREDICTIVE SYSTEMS INC DE X X 07/23/02 PROVIDIAN MASTER TRUST X X 07/15/02 PSS WORLD MEDICAL INC FL X 07/30/02 PUBLIC SERVICE ENTERPRISE GROUP INC NJ X X 07/29/02 R&G FINANCIAL CORP PR X X 07/30/02 RALCORP HOLDINGS INC /MO MO X 07/30/02 RESIDENTIAL ASSET MORT PROD GMACM MOR X X 07/25/02 RESIDENTIAL ASSET MORT PROD GMACM MOR X X 07/25/02 RESIDENTIAL ASSET MORT PRODUCTS GMACM X X 07/25/02 RESIDENTIAL ASSET MORTGAGE PRODUCTS I DE X X 07/25/02 RESIDENTIAL ASSET MORTGAGE PRODUCTS I DE X X 07/25/02 RESIDENTIAL ASSET MORTGAGE PRODUCTS I DE X X 07/25/02 RESIDENTIAL ASSET MORTGAGE PRODUCTS I DE X X 07/25/02 RESIDENTIAL ASSET MORTGAGE PRODUCTS I DE X X 07/25/02 RESIDENTIAL FUNDING MORTGAGE SECURITI DE X X 07/26/02 RIVERWOOD HOLDING INC DE X X 07/30/02 SALIX PHARMACEUTICALS LTD X X 07/30/02 SCIENCE APPLICATIONS INTERNATIONAL CO DE X X 07/30/02 SCIENT INC DE X X X 07/14/02 SECURITISATION ADVISORY SERVICES PTY X X 07/16/02 SERVICE MERCHANDISE CO INC TN X X 05/27/02 SIUK PLC X0 X X 07/29/02 SLC STUDENT LOAN RECEIVABLES I INC DE X X 06/30/02 SLM FUNDING CORP DE X X 07/25/02 SMITHFIELD FOODS INC VA X X 07/30/02 SONOSITE INC X X 07/30/02 SOUTHERN BANC CO INC DE X 07/23/02 SOUTHWEST AIRLINES CO TX X 06/30/02 SOUTHWESTERN ENERGY CO AR X X 07/25/02 AMEND SPACEDEV INC CO X X 07/17/02 SPECTRALINK CORP CO X 07/30/02 SPSS INC DE X 06/30/02 ST PAUL COMPANIES INC /MN/ MN X 07/30/02 STAGE STORES INC NV X X 07/30/02 STERLING CHEMICALS HOLDINGS INC /TX/ DE X X 07/22/02 STRATEGIC DIAGNOSTICS INC/DE/ DE X X 07/24/02 STRATEGIC DIAGNOSTICS INC/DE/ DE X X 07/25/02 STRONGHOLD TECHNOLOGIES INC NV X 05/16/02 AMEND STRUCTURED ASSET SEC CORP MORT PAS TH DE X X 07/25/02 STRUCTURED ASSET SECURITIES CORP DE X 07/26/02 STRUCTURED ASSET SECURITIES CORP MORT DE X X 07/25/02 STRUCTURED ASSET SECURITIES CORP MORT DE X X 07/25/02 SYNOPSYS INC DE X 06/08/02 AMEND TAIWAN FUND INC DE X 06/01/02 TANGER FACTORY OUTLET CENTERS INC NC X 06/30/02 TECHNOLOGY FUNDING PARTNERS III L P DE X 07/30/02 TELLIUM INC DE X 07/24/02 TEXAS INSTRUMENTS INC DE X 07/30/02 TRANSOCEAN INC E9 X 07/30/02 UNITED AUTO GROUP INC DE X X 07/30/02 UNITED FINANCIAL MORTGAGE CORP IL X 07/29/02 UNITED PAN EUROPE COMMUNICATIONS NV X X 07/30/02 UNITEDGLOBALCOM INC DE X X 07/24/02 UNIVERSAL DISPLAY CORP \PA\ PA X X 07/30/02 UNOCAL CORP DE X 06/10/02 VANGUARD AIRLINES INC \DE\ DE X X 07/30/02 VANS INC DE X X 07/29/02 VIDEO NETWORK COMMUNICATIONS INC DE X X 07/19/02 AMEND VSAT NET INC NV X X 04/29/02 WASHINGTON MUTUAL MORTGAGE SECURITIES DE X X 07/30/02 WASHINGTON MUTUAL MORTGAGE SECURITIES DE X 07/29/02 WELLS FINANCIAL CORP MN X X 07/26/02 WHEELING ISLAND GAMING INC DE X X 07/30/02 WINE SYSTEMS DESIGN INC NV X X X X X 07/22/02 WODFI LLC FL X 07/15/02 WORLD OMNI AUTO RECEIVABLES LLC DE X 06/30/02 WORLD OMNI AUTO RECEIVABLES LLC DE X 05/31/02 WORLD WIDE VIDEO INC CO X 07/29/02 WORLDCOM INC GA X X 07/29/02 ZETA CORP /CA FL X 09/30/02