SEC NEWS DIGEST Issue 2002-244 December 19, 2002 ENFORCEMENT PROCEEDINGS SEC FILES SECURITIES FRAUD CHARGES AGAINST U.S. TECHNOLOGIES INC. AND C. GREGORY EARLS On Dec. 19, the Commission filed a lawsuit in federal court charging U.S. Technologies, Inc. (UST), along with its chairman and chief executive officer, C. Gregory Earls, with securities fraud and other violations. The Commission is asking the Court to enjoin both defendants from violating the federal securities laws, to order Earls to disgorge his ill-gotten gains and pay a civil penalty, and to bar Earls from serving as an officer or director of any public company. The Commission's complaint alleges that from June 1998 through August 2002, Earls misappropriated approximately $13.8 million from investors who believed they were giving Earls money to purchase preferred stock and warrants from UST. According to the complaint, Earls carried out this scam through a limited liability company he created called USV Partners LLC. The complaint charges that Earls falsely told investors in USV Partners that the entity was created solely to purchase and hold UST stock and warrants, and that he would not take any management fees. According to the complaint, Earls lured more than one hundred investors into giving him more than $20 million to purchase UST stock and warrants through USV Partners. Although UST badly needed the capital infusion, according to the complaint, Earls bought only a small portion of the stock he promised investors. He then allegedly misappropriated $13.8 million of their money by paying himself $4.7 million in management fees and $9.1 million that he falsely classified as "Legal and Accounting" expenses. As alleged in the complaint, neither UST nor Earls has ever publicly disclosed Earls' diversion of these investor funds. The complaint further charges that Earls and UST made numerous materially misleading statements and omissions to cover up Earls' misdeeds. For example, the complaint alleges that while touting Earls' supposed business experience and acumen, Earls and UST failed to disclose that he had previously been accused of misappropriating investor funds in connection with several other companies. Earls and UST are also charged with failing to reveal the material weaknesses noted by its independent auditor concerning its internal accounting controls. Most recently, according to the complaint, Earls and UST failed to disclose that half of its board of directors resigned in or about April 2002. The Commission's complaint charges UST with violating Section 17(a) of the Securities Act of 1933 (Securities Act), Sections 10(b), 13(a), 13(b)(2)(A), and 13(b)(2)(B) of the Securities Exchange Act of 1934 (Exchange Act), and Exchange Act Rules 10b-5, 12b-20, 13a-1, 13a-11, and 13a-13. It charges Earls with violating Securities Act Section 17(a), Exchange Act Sections 10(b) and 13(b)(5), and Exchange Act Rules 10b-5 and 13b2-1. The complaint also charges Earls with aiding and abetting UST's violations of Exchange Act Sections 10(b), 13(a), 13(b)(2)(A), and 13(b)(2)(b), and Exchange Act Rules 10b-5, 12b-20, 13a-1, 13a-11, and 13a-13. In a related criminal proceeding, Earls was charged with securities fraud, mail fraud, and wire fraud (U.S. v. C. Gregory Earls, No. 02-MAG- 531, SDNY). That case is being prosecuted by the U.S. Attorney's Office for the Southern District of New York. The Commission thanks the U.S. Attorney's Office, the Department of Justice, and the United States Postal Inspection Service for their assistance in the Commission's investigation of this matter, which is continuing. [SEC v. U.S. Technologies Inc. and C. Gregory Earls, No. 1:02CV02495 (Robertson, J) D.D.C.] (LR-17904; AAE Rel. 1695) SEC SETTLES ADMINISTRATIVE PROCEEDINGS AGAINST A.S. GOLDMEN, ANTHONY MARCHIANO, AND FOUR FORMER BROKERS, AND BARS TEN OTHER FORMER GOLDMEN BROKERS AND EMPLOYEES BASED ON CRIMINAL CONVICTIONS The Commission announced today that it has settled its administrative proceedings against A.S. Goldmen & Co., Inc. (Goldmen), Anthony J. Marchiano (Marchiano), Goldmen's former president and owner, and four former Goldmen brokers, John P. DelCioppo (DelCioppo), John T. Diasabeyagunawardena (a.k.a. John Abbey), Vincent J. Lia (Lia) and Duane P. Taylor (Taylor). The Commission also announced that it has barred ten other former Goldmen brokers and employees from future association with any broker or dealer. The bars, to which the respondents consented, were based on criminal convictions obtained by the Manhattan District Attorney's office (District Attorney) in its prosecution of massive fraud at Goldmen (People of New York v. A.S. Goldmen & Co., Inc., et al., Indictment No. 4772, 1999). As a result of parallel investigations by the Division of Enforcement and the District Attorney, the Commission filed its Order Instituting Proceedings (Order) on July 7, 1999, alleging that the respondents engaged in various interrelated and illegal schemes between July 1994 and June 1998. The District Attorney charged 43 individuals, including Goldmen and the respondents in the Commission's administrative proceeding, with a wide range of state securities law offenses. On Sept. 1, 1999, the Commission stayed its administrative proceedings pending the criminal trial. The stay was lifted on July 29, 2002. Goldmen and Marchiano were both convicted of enterprise corruption and various other securities related offenses, and agreed to forfeit $8.5 million. Marchiano was sentenced to a maximum prison sentence of 10-30 years. DelCioppo, Abbey, Lia and Taylor all plead guilty, and were sentenced to incarceration. In its Order, the Commission alleged that from at least April 1997 to April 1998, Goldmen and Marchiano conducted an unregistered offering of over 3 million shares of the common stock of Millennium Sports Management, Inc., a publicly-traded New Jersey corporation, to Goldmen's retail clients. The Commission also alleged that Marchiano orchestrated a scheme to market Millennium stock to Goldmen's retail clients through a variety of fraudulent and deceptive sales practices, and that DelCioppo, Abbey, Lia and Taylor knowingly or recklessly participated in this scheme. The Commission further alleged that Marchiano engaged in a scheme whereby he resolved client complaints by placing IPO warrants into the accounts of such complaining clients during various Goldmen IPOs and controlling the repurchase and resale of those warrants, as well as certain books and records violations against Goldmen. Goldmen and Marchiano have agreed to consent, without admitting or denying any of the allegations against them, to the entry of an order by the Commission: (1) ordering that Goldmen cease and desist from committing or causing any violation or future violation of Sections 5 and 17(a) of the Securities Act of 1933 (Securities Act), Sections 10(b) and 17(a) of the Securities Exchange Act of 1934 (Exchange Act), Rules 10b-5, 17a-3 and 17a-4 thereunder, and Rule 101 of Regulation M; (2) revoking Goldmen's registration as a broker dealer; (3) ordering Marchiano to cease and desist from committing or causing any violation or future violation of Sections 5 and 17(a) of the Securities Act, Section 10(b) of the Exchange Act, Rule 10b-5 thereunder, and Rule 101 of Regulation M; (4) barring Marchiano from association with any broker or dealer; (5) barring Marchiano from participating in any offering of a penny stock; and (6) ordering Goldmen and Marchiano, jointly and severally, to pay disgorgement in the amount of $150,000 into the District Attorney's criminal restitution fund. DelCioppo, Abbey, Lia, and Taylor, all consented to the entry of orders by the Commission whereby each would cease and desist from violating Section 17(a) of the Securities Act, Section 10(b) of the Exchange Act and Section 10(b) thereunder, and to be barred from association with any broker dealer. In addition, the orders imposed disgorgement against DelCioppo, Abbey, and Lia in the amounts of $25,000, $33,000, and $8,000, respectively, but waive payment of such amounts and impose no civil penalty, based upon the sworn representations made by each in their Statement of Financial Condition other documents submitted to the Commission. Ten other former Goldmen brokers and employees, who were not respondents in the Commission's administrative proceeding, consented to the entry of orders by the Commission whereby each agreed to be barred from association with any broker or dealer. They are Vincent Caracciolo, Stephen H. Kaplan, Salvatore C. Marchiano, John J. Messina, Stacey Meyers, Christopher D. Panza, Christopher J. Richardson, John Tripp Sines, III, Stephen E. Sokoloff and Erika Whitman. Each of these individuals, with the exception of Salvatore C. Marchiano, who was convicted by jury verdict, were convicted upon the entry of their pleas of guilty to criminal violations under New York state law involving the purchase or sale or securities. Based on their criminal convictions, the Commission ordered that they be barred from future association with any broker or dealer pursuant to Section 15(b) of the Securities Exchange Act of 1934. For additional information, see Securities Act Release No. 7698 and Exchange Act Release No. 41601 (July 7, 1999). (Rels. 33-8165, 34-47037, File No. 3-9933; 33-8166, 34-47038, File No. 3- 9933; 33-8167, 34-47039, File No. 3-9933; 33-8168, 34-47040, File No. 3- 9933; 33-8169, 34-47041, File No. 3-9933; 34-47042, File No. 3-10978; 34- 47043, File No. 3-10979; 34-47044, File No. 3-10980; 34-47045, File No. 3-10981; 34-47046, File No. 3-10982; 34-47047, File No. 3-10983; 34- 47048, File No. 3-10984; 34-47049, File No. 3-10985; 34-47050, File No. 3-10986; 34-47051, File No. 3-10987) "STOCK JOCK" ENJOINED AND ORDERED TO PAY $110,000 PENALTY The Commission announced today that on Dec. 10 a federal court entered a final judgment that permanently enjoins John R. Luers (Luers) and BigPlayStocks.com, Inc. (BPS) from violating Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5 thereunder. The court also ordered Luers to pay a civil penalty of $110,000. From early 1999 until October 2002, Luers operated the internet website, www.bigplaystocks.com, billing himself "the Stock Jock." Through the site, he provided paid subscribers with stock-trading recommendations. The Commission's complaint alleged that Luers represented to subscribers that the recommendations were produced by a staff of multiple professional traders, when in fact Luers alone produced them and was not a professional trader. The complaint also alleged that Luers falsely represented that the recommendations were highly successful and that he frequently made and profited from the recommended trades. The complaint further alleged that Luers operated a fake "live trading room" on the site, claiming that this feature allowed subscribers to observe and mimic him as he made profitable trades in "real time" when most of the trades were actually hypothetical. Luers and BPS never answered the complaint, which was filed in September 2001. The Commission obtained the judgment in default proceedings, based on the complaint's unanswered allegations. (For more detail on case, see Litigation Release No. 17147.) [SEC v. BigPlayStocks.com, Inc. and John R. Luers, Civil Action No. 01-CV-949 (E.D. Wis.)] (LR- 17901) SEC ENTERS FINAL JUDGMENT AGAINST FORMER CENTRAL MAINE POWER EMPLOYEE FOR INSIDER TRADING AND ORDERS DISGORGEMENT OF PROFITS The Commission today announced that on Dec. 2, 2002, the United States District Court for the District of Maine entered a final judgment against David M. Brooks of Winthrop, Maine, permanently enjoining him from securities law violations and ordering disgorgement of his trading profits from alleged insider trading. The judgment was entered with the consent of the defendant, who neither admitted nor denied the allegations of the Commission's complaint. The court's action concludes the Commission's lawsuit against Brooks for illegal insider trading in the common stock of CMP Group, Inc. based on information he received about an upcoming merger while employed by CMP. The Commission's complaint alleged that Brooks, then a financial analyst for Central Maine Power Company, a subsidiary of CMP, invested more than $80,000 in the CMP stock fund through his 401(k) plan on June 14, 1999, the day before CMP publicly announced its plan to merge with Energy East Corporation. According to the complaint, on the day before his purchase Brooks received a highly unusual call at home from his supervisor requesting him to come into the office immediately to provide certain financial information to Central Maine's Coordinator of Financial Communications. The following day, Brooks discussed the financial information he had gathered with Central Maine's Corporate Treasurer. Immediately afterward, the complaint alleges, he ordered the move of his assets to the CMP stock fund. According to the complaint, Brooks' transfer of funds was an abrupt reversal of an investment order he had made late on Friday. Before his Sunday visit to the office, Brooks had ordered that all his 401(k) assets be transferred to a money market fund so that none would be in the CMP stock fund. After his discussions on Sunday and Monday, Brooks canceled that order and instead transferred half his assets into the CMP stock fund. The following day, June 15, Energy East and CMP publicly announced that their companies had signed a merger agreement and the price of CMP stock rose approximately 28%. Brooks allegedly made a profit of $21,117 through his illegal insider trading. The Court's final order in this case permanently enjoins Brooks from violations of Section 10(b) and Rule 10b-5 of the Securities Exchange Act of 1934, provisions of the federal securities laws which prohibit fraudulent conduct. In addition, the order requires Brooks to disgorge $21,117, representing his total profits from his CMP trading, plus prejudgment interest of $5,270. Based on Brooks' sworn financial statements, all but $10,852 of the total amount was waived. This is the final settlement in two insider trading actions brought against Central Maine employees arising from CMP's merger with Energy East. For further information see SEC v. David M. Brooks, Litigation Release No. 16893/Feb. 8, 2001; SEC v. Robert K. Gasper and James D. Fairfield, Litigation Release No. 16972/April 23, 2001. [SEC v. David M. Brooks, USDC, District of Maine, C.A. No. 01-26-B-S] (LR-17902) INVESTMENT COMPANY ACT RELEASES AB FUNDS TRUST AND SBC FINANCIAL SERVICES, INC. An order has been issued on an application filed by AB Funds Trust and SBC Financial Services, Inc. for an exemption 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 and grants relief from certain disclosure requirements. (Rel. IC-25848 - Dec. 17) AIG LIFE INSURANCE COMPANY, ET AL. An order has been issued pursuant to Section 6(c) of the Investment Company Act granting exemptions from Sections 2(a)(32), 22(c) and 27(i)(2)(A) of the Act and Rule 22c-1 thereunder, to AIG Life Insurance Company and its Variable Account I, American International Life Insurance Company of New York, AIG SunAmerica Life Assurance Company (AIG SunAmerica) and its separate account Variable Annuity Account Nine (Variable Account Nine), First SunAmerica Life Insurance Company (FSLIC) and its separate account FS Variable Separate Account (FS Separate Account), The Variable Annuity Life Insurance Company (VALIC) and its separate account VALIC Separate Account (VALIC Separate Account), and AIG Equity Sales Corp. (AIGESC) (collectively, the Applicants). The order amended an existing order (Investment Company Act Release No. 24748, dated Nov. 22, 2000, File No. 812-11982) (Existing Order) to: a) extend the Existing Order to AIG SunAmerica, Variable Account Nine, FSLIC, FS Separate Account, VALIC and VALIC Separate Account (collectively Additional Applicants) (AIG SunAmerica, FSLIC and VALIC are collectively referred to herein as Additional Life Company Applicants); b) permit, under specific circumstances, the recapture of certain credits applied to premium payments made under the flexible premium deferred variable annuity contracts (Contracts) to be issued by Additional Applicants; c) extend the relief granted by the Existing Order to any National Association of Securities Dealers, Inc. member broker-dealer controlling or controlled by, or under common control with, any Additional Life Company Applicant, whether existing or created in the future, that serves as a distributor or principal underwriter of the Contracts offered by Additional Applicants; d) expand the definition of "Future Contracts" to include contracts to be issued by any Additional Life Company Applicants that are substantially similar in all material respects to the deferred variable annuity contracts covered by the Existing Order; and e) expand the definition of "Other Accounts" to include any existing or future separate accounts of Additional Life Company Applicants. (Rel. IC-25849 - Dec. 17) ALTERNATIVE INVESTMENT PARTNERS, ET AL. The Commission has issued an order to Alternative Investment Partners, LLC, et al. under Section 9(c) of the Investment Company Act exempting applicants from Section 9(a) of the Act, with respect to a securities- related preliminary injunction entered into on Nov. 13, 2002. (Rel. IC- 25850 - Dec. 18) HOLDING COMPANY ACT RELEASES MISSISSIPPI POWER COMPANY An order has been issued authorizing a proposal filed by Mississippi Power Company, a wholly-owned subsidiary of The Southern Company, a registered holding company, to issue and sell from time-to-time, prior to March 31, 2006, short-term and/or long-term notes to lenders, commercial paper to or through dealers and/or issue non-negotiable promissory notes to public entities for their revenue anticipation notes in an aggregate principal amount at any one time outstanding of up to $500 million. (Rel. 35-27616) GEORGIA POWER COMPANY An order has been issued authorizing a proposal filed by Georgia Power Company, a wholly-owned subsidiary of The Southern Company, a registered holding company, to issue and sell from time-to-time, prior to March 31, 2006, short-term notes to lenders, commercial paper to or through dealers and/or issue non-negotiable promissory notes to public entities for their revenue anticipation notes in an aggregate principal amount at any one time outstanding of up to $3.2 billion. (Rel. 35-27617) SAVANNAH ELECTRIC POWER COMPANY An order has been issued authorizing a proposal filed by Savannah Electric Power Company, a wholly-owned subsidiary of The Southern Company, a registered holding company, to issue and sell from time-to- time, prior to March 31, 2006, short-term notes to lenders, commercial paper to or through dealers and/or issue non-negotiable promissory notes to public entities for their revenue anticipation notes in an aggregate principal amount at any one time outstanding of up to $120 million. (Rel. 35-27618) THE SOUTHERN COMPANY AND SOUTHERN POWER COMPANY A supplemental order has been issued authorizing a proposal by the Southern Company (Southern), a registered holding company, and Southern Power Company (Southern Power), a public utility subsidiary company of Southern (collectively, Applicants). Southern Power has been authorized to sell to the Heard County, Georgia (Heard County) certain electric generating facilities. Southern Power also has been authorized to concurrently lease back those facilities from Heard County for a period of 20 years. (Rel. 35-27619) ALLIANT ENERGY CORPORATION, ET AL. A supplemental order has been issued approving certain changes to conditions imposed under a prior Commission order dated October 3, 2001 (HCAR No. 27448) relating to securities issuances by Alliant Energy Corp., a registered holding company. (Rel. 35-27620) NORTHEAST UTILITIES, ET AL. A supplemental order has been issued authorizing a proposal by Northeast Utilities (NU), a registered holding company, and NU's wholly-owned subsidiaries, Northeast Utilities Service Company and NU Enterprises, Inc. (NUEI) to extend the period, from December 31, 2002, until September 30, 2003, during which NU and NUEI can issue guarantees or provide similar forms of credit support or enhancements to NUEI, NUEI's nonutility subsidiaries or NU's other to-be-formed direct or indirect energy-related companies, as defined in Rule 58 of the Act. (Rel. 35- 27621) AMERICAN ELECTRIC POWER COMPANY INC., ET AL. An order has been issued authorizing American Electric Power Company (AEP), a registered holding company under the Act, and Central and South West Corporation, a wholly owned subsidiary of AEP and a registered holding company under the Act, American Electric Power Service Corporation, AEP Generating Company, Appalachian Power Company, Central Power and Light Company, Columbus Southern Power Company, Indiana Michigan Power Company, Kentucky Power Company, Kingsport Power Company, Ohio Power Company, Public Service Company of Oklahoma, Southwestern Electric Power Company, West Texas Utilities Company, Wheeling Power Company, and a number of nonutility, direct and indirect, subsidiaries of AEP (collectively, Applicants) for various financing transactions through March 31, 2006. The order includes authority to issue short-term debt, issue long-term debt, organize financing entities for certain types of financings, continue the system money pool for utility subsidiaries, create a system money pool for nonutility subsidiaries, issue guarantees and other forms of credit support, enter into hedging transactions, and pay dividends out of capital or unearned surplus. (Rel. 35-27623) SELF-REGULATORY ORGANIZATIONS PROPOSED RULE CHANGES The National Association of Securities Dealers filed a proposed rule change (SR-NASD-2002-166) and Amendment No. 1 thereto, pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 relating to margin rule amendments for security futures contracts. Publication of the proposal is expected in the Federal Register during the week of Dec. 23. (Rel. 34-46995) The Commission published for comment a proposed rule change of the Pacific Stock Exchange (SR-PCX-2002-74) relating to two new order types on the Archipelago Exchange. Publication of the proposal is expected in the Federal Register during the week of Dec. 23. (Rel. 34-47010) APPROVAL OF PROPOSED RULE CHANGES The Commission granted approval to a proposed rule change (SR-NASD-2002- 59) submitted by the National Association of Securities Dealers relating to a new trade report modifier to be attached to trades whose prices exceed certain parameters. Publication of the proposal is expected in the Federal Register during the week of Dec. 23. (Rel. 34-47003) The Commission granted approval of proposed rule changes (SR-GSCC-2002- 09 and SR-MBSCC-2002-01) filed by the Government Securities Clearing Corporation and MBS Clearing Corporation under Section 19(b)(1) of the Securities Exchange Act of 1934. The order allows the merger of MBSCC into GSCC to form the Fixed Income Clearing Corporation. Publication of the proposal is expected in the Federal Register during the week of Dec. 23. (Rel. 34-47015) The Commission approved a proposed rule change (SR-NASD-2002-153) and Amendment No. 1 thereto submitted by the National Association of Securities Dealers, through its subsidiary, the Nasdaq Stock Market, Inc., to extend Manning protection to customer limit orders in all securities quoted on the Over-the-Counter Bulletin Board on a permanent basis. (Rel. 34-47008) IMMEDIATE EFFECTIVENESS OF PROPOSED RULE CHANGES A proposed rule change (SR-Amex-2002-103) filed by the American Stock Exchange relating to the minimum size of listing qualification panels has become effective under Section 19(b)(3)(A) of the Securities Exchange Act of 1934. Publication of the proposal is expected in the Federal Register during the week of Dec. 23. (Rel. 34-47007) A proposed rule change (SR-NASD-2002-179) filed by the National Association of Securities Dealers modifying the Reserve Size Refresh function in Nasdaq's SuperMontage System has become immediately effective under Section 19(b)(3)(A) of the Securities Exchange Act of 1934. Publication of the proposal is expected in the Federal Register during the week of Dec. 23. (Rel. 34-47011) The National Association of Securities Dealers filed a proposed rule change (SR-NASD-2002-169) to modify maximum execution fees and credits for SuperMontage transactions in low-priced securities. Publication of the proposal is expected in the Federal Register during the week of Dec. 23. (Rel. 34-47012) ACCELERATED APPROVAL OF A PROPOSED RULE CHANGES The Commission granted accelerated approval to a proposed rule change (SR-NASD-2002-175) and Amendment No. 1 thereto submitted by the National Association of Securities Dealers under relating to the Listing and Trading of Market Recovery Notes Linked to the Nasdaq-100 Index. Publication of the proposal is expected in the Federal Register during the week of Dec. 23. (Rel. 34-47009) The Commission granted accelerated approval of a proposed rule change (SR-SCCP-2001-12) filed by the Stock Clearing Corporation of Philadelphia under Section 19(b)(1) of the Exchange Act. The proposed rule change allows SCCP to continue operation of its restructured and limited clearance and settlement business for an additional one year period ending Dec. 31, 2003. Publication of the proposal is expected in the Federal Register during the week of Dec. 23. (Rel. 34-47016) WITHDRAWAL GRANTED An order has been issued granting the application of Huntsman Polymers Corporation to withdraw its 11 _% Senior Notes (due 2004), from listing and registration on the New York Stock Exchange, effective at the opening of business on Dec. 18, 2002. (Rel. 34-47006A) WITHDRAWALS SOUGHT A notice has been issued giving interested persons until Jan. 10, 2003, to comment on the application of Scania Aktiebolag to withdraw its American Depository Shares (each representing on A or B share, nominal value SEK 10 each) from listing and registration on the New York Stock Exchange. (Rel. 34-47019) A notice has been issued giving interested persons until Jan. 10, 2003, to comment on the application of El Paso Electric Company to withdraw its Common Stock, no par value, from listing and registration on the American Stock Exchange. (Rel. 34-47020) 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 JDA SOFTWARE GROUP INC, 14400 N 87TH ST, SCOTTSDALE, AZ, 85260, 4083083000 - 750,000 ($6,885,000.00) Equity, (File 333-101920 - Dec. 18) (BR. 03) S-1 TODCO, 4 GREENWAY PLAZA, HOUSTON, TX, 77046, 7132327500 - 0 ($250,000,000.00) Equity, (File 333-101921 - Dec. 18) (BR. ) N-2 JOHN HANCOCK PREFERRED INCOME FUND II, 101 HUNTINGTON AVENUE, BOSTON, MA, 02199, 6173751617 - 40 ($1,000,000.00) Equity, (File 333-101956 - Dec. 18) (BR. 17) S-3 REGENERATION TECHNOLOGIES INC, ONE INNOVATION DR, ALACHUA, FL, 32615, 9044188888 - 0 ($35,454,000.00) Equity, (File 333-101957 - Dec. 18) (BR. 01) S-8 CYBER CARE INC, 2500 QUANTUM LAKE DRIVE, SUITE 1000, BOYNTON BEACH, FL, 33426, 5677425000 - 2,000,000 ($140,000.00) Equity, (File 333-101958 - Dec. 18) (BR. 01) S-3 SSP SOLUTIONS INC, 17861 CARTWRIGHT ROAD, IRVINE, CA, 92614, 9498511085 - 3,036,246 ($2,019,103.00) Equity, (File 333-101959 - Dec. 18) (BR. 03) SB-2 ACTO DIGITAL VIDEO USA INC, 4,473,825 ($11,184,562.00) Equity, (File 333-101960 - Dec. 18) (BR. ) S-8 AMERUS GROUP CO/IA, 699 WALNUT STREET, DES MOINES, IA, 50309, 5153623600 - 0 ($30,000,000.00) Other, (File 333-101961 - Dec. 18) (BR. 01) S-8 NETWORK EQUIPMENT TECHNOLOGIES INC, 6500 PASEO PADRE PARKWAY, FREMONT, CA, 94555, 5107137300 - 3,075,000 ($12,238,500.00) Equity, (File 333-101962 - Dec. 18) (BR. 03) S-3 GENVEC INC, 65 W WATKINS MILL RD, GAITHERSBURG, MD, 20878, 2406320740 - 0 ($25,000,000.00) Equity, (File 333-101963 - Dec. 18) (BR. 01) S-8 VA SOFTWARE CORP, 47071 BAYSIDE PARKWAY, FREMONT, CA, 94538, 4085428000 - 3,404,105 ($4,261,254.40) Equity, (File 333-101965 - Dec. 18) (BR. 03) S-8 US MICROBICS INC, 5922 B FARNSWORTH COURT, CARLSBAD, CA, 92008, 7609181860 - 10,000,000 ($650,000.00) Equity, (File 333-101966 - Dec. 18) (BR. 01) S-8 AMERICAN INTERNATIONAL GROUP INC, 70 PINE ST, NEW YORK, NY, 10270, 2127707000 - 0 ($1,489,250,000.00) Equity, (File 333-101967 - Dec. 18) (BR. 01) N-2 EVERGREEN INCOME ADVANTAGE FUND, 200 BERKELEY STREET, BOSTON, MA, 02116, 6172103200 - 2,000,000 ($30,000,000.00) Equity, (File 333-101968 - Dec. 18) (BR. ) S-3 ANTHEM INC, 120 MONUMENT CIRCLE, INDIANAPOLIS, IN, 46204, 3174886000 - 0 ($1,000,000,000.00) Unallocated (Universal) Shelf, (File 333-101969 - Dec. 18) (BR. 01) S-8 COYOTE VENTURES CORP, P.O. BOX 73575 1014 ROBSON STREET, VANCOUVER, BC CANADA, V6E 4L9, 604-608-3831 - 1,736,250 ($11,806,500.00) Equity, (File 333-101970 - Dec. 18) (BR. 09) S-3 SUREBEAM CORP, 9276 SCRANTON ROAD, SUITE 600, SAN DIEGO, CA, 92121, 8585529480 - 6,595,389 ($28,261,241.87) Equity, (File 333-101971 - Dec. 18) (BR. 36) S-8 TENNECO AUTOMOTIVE INC, 500 NORTH FIELD DRIVE, LAKE FOREST, IL, 60045, 847-482-50 - 0 ($8,320,000.00) Equity, (File 333-101973 - Dec. 18) (BR. 05) S-3 JKC GROUP INC, 1385 BROADWAY, 24TH FLOOR, NEW YORK, NY, 10018, 2125645865 - 64,300,000 ($64,300,000.00) Equity, (File 333-101974 - Dec. 18) (BR. 02) S-8 COMPASS BANCSHARES INC, 15 SOUTH 20TH ST, P O BOX 10566, BIRMINGHAM, AL, 35233, 2059333000 - 200,000 ($6,190,000.00) Equity, (File 333-101975 - Dec. 18) (BR. 07) S-1 ACCPAC INTERNATIONAL INC, 2525 AUGUSTINE DRIVE, SANTA CLARA, CA, 95054, 4085628800 - 0 ($40,000,000.00) Equity, (File 333-101976 - Dec. 18) (BR. 03) 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 ------------------------------------------------------------------------------------ A NOVO BROADBAND INC OH X X 12/18/02 AEGIS REALTY INC MD X X 12/18/02 AGWAY INC DE X X 12/18/02 AIRSPAN NETWORKS INC WA X X 10/04/02 AMEND ALLERGAN INC DE X X 12/18/02 AMB PROPERTY CORP MD X X 12/11/02 AMB PROPERTY LP DE X X 12/11/02 AMERICA ONLINE LATIN AMERICA INC DE X X 12/14/02 AMERICABILIA COM INC FL X 12/15/02 AMERICAN MORTGAGE ACCEPTANCE CO MA X X 12/18/02 AMERITRADE HOLDING CORP DE X X 12/17/02 AMREIT INC MD X 12/31/02 APOGENT TECHNOLOGIES INC WI X X 12/18/02 APPLIED MICROSYSTEMS CORP /WA/ WA X X 12/16/02 ARBITRON INC DE X X 12/13/02 ARCH COAL INC DE X 12/18/02 ARCHON CORP NV X X 12/18/02 ATMOS ENERGY CORP TX X X 12/03/02 AMEND AVNET INC NY X X 12/17/02 BANC OF AMERICA MORTGAGE SECURITIES I DE X X 12/17/02 BANK OF GRANITE CORP DE X X 12/18/02 BANK OF NEW YORK CO INC NY X X 12/31/02 BERKSHIRE HILLS BANCORP INC X X 12/17/02 CABOT INDUSTRIAL PROPERTIES LP DE X 12/16/02 CAPITOL FEDERAL FINANCIAL X X 12/18/02 CENTIV INC GA X X 12/16/02 CHITTENDEN CORP /VT/ VT X 12/05/02 CIRCUIT RESEARCH LABS INC AZ X 12/16/02 CLARENT CORP/DE DE X X X 12/13/02 COASTAL BANCORP INC TX X 12/17/02 COLDWATER CREEK INC DE X 12/16/02 COMPEX TECHNOLOGIES INC MN X X 12/16/02 CONSECO INC IN X X 12/17/02 CORIXA CORP DE X X 12/17/02 CREDIT SUISSE FIRST BOSTON MORTGAGE A DE X 12/18/02 CRESTED CORP CO X X 12/16/02 CURAGEN CORP DE X 11/22/02 CWABS INC DE X X 12/16/02 CWABS INC DE X X 12/16/02 CWABS INC DE X X 12/16/02 CYTYC CORP DE X X 12/17/02 DARDEN RESTAURANTS INC FL X X 12/17/02 DATA TRANSLATION INC /NEW/ DE X 12/18/02 DATATRAK INTERNATIONAL INC OH X X 12/17/02 DORCHESTER HUGOTON LTD TX X 12/17/02 DYNTEK INC DE X 12/10/02 ECHOSTAR COMMUNICATIONS CORP NV X 12/18/02 ELITE PHARMACEUTICALS INC /DE/ DE X X 12/18/02 EMPIRE DISTRICT ELECTRIC CO KS X 12/18/02 FIDELITY BANCORP INC PA X X X 12/17/02 FINGERHUT RECEIVABLES INC DE X 12/18/02 AMEND FIRST COMMERCE CORP NC X X 12/18/02 FIRST COMMUNITY BANCSHARES INC /IN IN X 12/18/02 FIRST INTERSTATE BANCSYSTEM INC MT X 12/18/02 FIRST SOUTHERN BANCSHARES INC/DE DE X X 12/17/02 FIRST STATE BANCORPORATION NM X X 12/17/02 FIRST UNION COMMERCIAL MORTGAGE PASS NC X X 12/13/02 FIRST UNION NATIONAL BANK COM MORT PA NC X X 12/13/02 FIRSTFED FINANCIAL CORP DE X 11/30/02 FMC CORP DE X X 12/18/02 FOREST OIL CORP NY X X 12/16/02 FRANKLIN FINANCIAL CORP /TN/ TN X X 12/10/02 FSI INTERNATIONAL INC MN X X 12/17/02 GEORGIA PACIFIC CORP GA X X 06/13/02 GERBER SCIENTIFIC INC CT X 12/18/02 GLYCOGENESYS INC NV X X 12/13/02 GOLDFIELD CORP DE X X 12/04/02 AMEND GS MORTGAGE SECURITIES CORP DE X X 12/16/02 HADRO RESOURCES INC NV X 11/21/02 AMEND HADRO RESOURCES INC NV X 12/18/02 AMEND HALLIBURTON CO DE X 12/17/02 HAWAIIAN ELECTRIC INDUSTRIES INC HI X 12/17/02 HAYES LEMMERZ INTERNATIONAL INC DE X X 12/16/02 HOLLYWOOD CASINO CORP DE X X 12/18/02 HOLLYWOOD CASINO SHREVEPORT LA X X 12/18/02 HOLLYWOOD ENTERTAINMENT CORP OR X X 12/13/02 HOOVERS INC DE X 12/18/02 IBERIABANK CORP LA X X 12/17/02 IDACORP INC ID X 12/18/02 INTERNATIONAL TOTAL SERVICES INC OH X X 12/16/02 INTERNATIONAL TOTAL SERVICES INC OH X X 12/16/02 INTERSTATE BAKERIES CORP/DE/ DE X X 12/17/02 INTERVISUAL BOOKS INC /CA CA X X 12/06/02 ITT EDUCATIONAL SERVICES INC DE X 12/18/02 JKC GROUP INC NY X 11/07/02 AMEND KCS ENERGY INC DE X X 12/13/02 LA JOLLA PHARMACEUTICAL CO DE X X 12/17/02 M & F WORLDWIDE CORP DE X X 12/18/03 MBNA CORP MD X 12/18/02 MERIX CORP OR X X 12/18/02 METASOURCE GROUP INC NV X X X 12/04/02 METRIS COMPANIES INC DE X 12/15/02 MONSANTO CO /NEW/ DE X X 12/18/02 MOTOROLA INC DE X 12/18/02 MOVIE GALLERY INC DE X X 12/16/02 NDCHEALTH CORP DE X X 12/18/02 NETIQ CORP X X 12/09/02 NETMASTER INC NV X X 12/17/02 NEWELL RUBBERMAID INC DE X X 12/18/02 NEXELL THERAPEUTICS INC DE X X 12/18/02 NEXIQ TECHNOLOGIES INC NH X 12/12/02 NMXS COM INC DE X X 12/03/02 AMEND ONELINK INC MN X X 12/11/02 PANACO INC DE X X 12/18/02 PAXSON COMMUNICATIONS CORP DE X X 12/16/02 POLYONE CORP X X 12/17/02 RESIDENTIAL ASSET SECURITIES CORP DE X X 12/18/02 RESIDENTIAL FUNDING MORTGAGE SECURITI DE X X 12/18/02 RESIDENTIAL FUNDING MORTGAGE SECURITI DE X X 12/18/02 RESTORAGEN INC DE X 12/17/02 RICHARDSON ELECTRONICS LTD/DE DE X 05/31/03 RURAL CELLULAR CORP MN X X 12/17/02 SAGE LIFE ASSURANCE OF AMERICA INC DE X X 12/03/02 SERACARE LIFE SCIENCES INC X 12/17/02 SOBIESKI BANCORP INC DE X X 12/18/02 SONIC AUTOMOTIVE INC DE X 12/17/02 SOUTHWESTERN WATER EXPLORATION CO CO X X 12/18/02 STEEL DYNAMICS INC IN X 12/17/02 STERLING CHEMICAL INC DE X X X 12/06/02 STRUCTURED PRODUCTS CORP DE X 12/01/02 SUN HYDRAULICS CORP FL X X 12/18/02 SYRATECH CORP DE X X 12/18/02 T REIT INC VA X X 12/03/02 AMEND TARGETED GENETICS CORP /WA/ WA X X 12/17/02 TEAM SPORTS ENTERTAINMENT INC DE X X 12/11/02 TECO ENERGY INC FL X X 12/17/02 TRIO TECH INTERNATIONAL CA X 12/08/02 UNION ACCEPTANCE CORP IN X X 12/17/02 UNITED FINANCIAL MORTGAGE CORP IL X 12/17/02 US ENERGY CORP WY X X 12/16/02 UTAH MEDICAL PRODUCTS INC UT X 12/18/02 VENTURES NATIONAL INC UT X 08/30/02 AMEND VERIZON COMMUNICATIONS INC DE X 12/18/02 VION PHARMACEUTICALS INC DE X X 12/16/02 VISTA GOLD CORP X 12/18/02 WASHINGTON MUTUAL MORTGAGE SECURITIES DE X X 12/18/02 WATERFORD STERLING CORP DE X X X X 12/12/02 WELLS FARGO ASSET SECURITIES CORP DE X X 12/28/02 WICKES INC DE X 12/28/02 XTO ENERGY INC DE X 12/17/02