SEC NEWS DIGEST Issue 2002-246 December 23, 2002 RULES AND RELATED MATTERS MANDATED ELECTRONIC FILING AND WEBSITE POSTING FOR FORMS 3, 4 AND 5 The Commission has published rule proposals that would require: * The mandatory electronic filing of change of beneficial ownership reports required to be filed by officers, directors and principal security holders under Section 16(a) of the Securities Exchange Act of 1934, and * Web site posting of such reports by issuers with corporate Web sites. These changes are required by Section 16(a)(4) of the Securities Exchange Act of 1934, as amended by Section 403 of the Sarbanes-Oxley Act of 2002. The Commission voted to approve the rule proposals on December 18, 2002. Comments on the rule proposals should be received no later than 45 days after publication in the Federal Register. (Rels. 33-8170, 34- 47069, 35-27627, IC-28572; File No. S7-52-02) ENFORCEMENT PROCEEDINGS SEC FORMER OFFICER OF HOUSTON, TEXAS BROKER-DEALER AND INVESTMENT ADVISER NAMED IN ADMINISTRATIVE PROCEEDING On Dec. 20, the Commission barred Guillermo Wydler, 52, of The Woodlands, Texas, from association with securities broker-dealers and investment advisers with the right to reapply after five years. The action was pursuant to an order instituting and simultaneously settling public administrative proceedings charging Wydler with violations of Section 17(a) of the Securities Act of 1933 and Section 10(b) of the Securities Exchange Act of 1934, and Rule 10b-5 thereunder, and Sections 206(1) and 206(2) of the Investment Advisers Act of 1940. On Dec. 9, Wydler was permanently enjoined from future violations of Section 17(a) of the Securities Act of 1933, Section 10(b) of the Exchange Act and Rule 10b-5 thereunder, and Sections 206(1) and 206(2) of the Advisers Act, in SEC v. United American International, Inc., et al. (Civil No. H- 003904, U.S. District Court, Southern District of Texas (Houston Division)). The Commission's complaint in that matter alleged that between 1996 and November 2000, while he was an officer and registered principal of United American International, Inc., a broker-dealer registered with the Commission, and United American Management, Inc., a registered investment adviser with the Commission, he participated in a fraudulent scheme involving two offshore investment funds. The two funds' prospectuses represented that the funds would invest in safe investments and that the return of customers' principal was guaranteed - both critical factors to the customers/clients of United American International, Inc. and United American Management, Inc., nearly all of whom sought safe, conservative investments. However, according to the complaint, the two funds instead engaged in a highly risky investment strategy, by investing in volatile emerging markets debt instruments from countries such as Russia, Venezuela, Brazil, Argentina and Mexico. Ultimately, both funds collapsed, resulting in losses of approximately 50% of investors' principal. (Rel. 34-47063; IA-2093; File No. 3-10989) FORMER OFFICER OF HOUSTON, TEXAS BROKER-DEALER AND INVESTMENT ADVISER NAME D IN ADMINISTRATIVE PROCEEDING On Dec. 20, the Commission barred Luis Martinez, 52, of The Woodlands, Texas, from association with securities broker- dealers and investment advisers with the right to reapply after five years. The action was pursuant to an order instituting and simultaneously settling public administrative proceedings against Martinez. On Dec. 9, Martinez was permanently enjoined from future violations of Section 17(a) of the Securities Act of 1933, Section 10(b) of the Exchange Act and Rule 10b-5 thereunder, and Sections 206(1) and 206(2) of the Advisers Act, in SEC v. United American International, Inc., et al. (Civil No. H- 00-3904, U.S. District Court, Southern District of Texas (Houston Division)). The Commission's complaint ink that matter alleged that between 1996 and November 2000, while he was an officer and registered principal of United American International, Inc., a broker-dealer registered with the Commission, and United American Management, Inc., a registered investment adviser with the Commission, he participated in a fraudulent scheme involving two offshore investment funds. The two' funds' prospectuses represented that the funds would invest in safe investments and that the return of customers' principal was guaranteed -- both critical factors to the customers/clients of United American International, Inc. and United American Management, Inc., nearly all of whom sought safe, conservative investments. However, according to the complaint, the two funds instead engaged in a highly risky investment strategy, by investing in volatile emerging markets debt instruments from countries such as Russia, Venezuela, Brazil, Argentina and Mexico. Ultimately, both funds collapsed, resulting in losses of approximately 50% of investors' principal. (Rels. 34-47064; IA-2094; File No. 3-10990) BARS FOUR FORMER D.H. BLAIR OFFICERS FROM THE SECURITIES INDUSTRY Commission Also Revokes D.H. Blair's Registration On Dec. 20, the Commission issued orders barring the top four former officers of D.H. Blair & Co. Inc., a now-defunct New York City broker-dealer, from associating with any broker or dealer. The four are former D.H Blair chairman Kenton Wood, former vice chairmen Alan Stahler and Kalman Renov, and former head trader Vito Capotorto. The four consented to the issuance of the orders, which were based on New York state felony convictions obtained by the Manhattan District Attorney's Office after an investigation by that office and Commission staff. Also today, the Commission revoked Blair's broker-dealer registration. On March 7, 2002, D.H. Blair, Stahler, Renov, and Capotorto pleaded guilty to and were convicted of three counts of violating the Martin Act-the New York state securities law-for repeated market manipulations between 1993 and 1998. People of New York v. D.H. Blair, et al., Ind. No. 3282/00. The same day, Wood pleaded guilty to and was convicted of one count of violating the Donnelly Act-the New York state antitrust law-for colluding with broker-dealer A.R. Baron and its president Andrew Bressman to park securities and manipulate the prices of Blair and Baron house stocks. People of New York v. Wood, SCI No. 1228/2002. In connection with their pleas, the firm and all four individuals agreed to be jointly and severally liable for a $21 million restitution payment to defrauded investors and a $4 million payment to the Manhattan District Attorney's Office. On June 6, 2002, Stahler and Capotorto were sentenced to state prison terms of 1 1/3 to 4 years, Renov was sentenced to probation (including 2,200 hours of community service), and D.H. Blair was sentenced to a conditional discharge (the equivalent of probation). On August 26, 2002, Wood was sentenced to a state prison term of 1 1/3 to 4 years. (In the Matter of D.H. Blair & Co., Inc., Rel. No. 34-47070, File No. 3-10991; In the Matter of Kenton Wood, Rel. No. 34-47071, File No. 3-10992; In the Matter of Alan Stahler, Rel. No. 34-47072, File No. 3-10993; In the Matter of Kalman Renov, Rel. No. 34-47074, File No. 3- 10995; In the Matter of Vito Capotorto, Rel. No. 34-47073, File No. 3-10994) COMMISSION INSTITUTES PUBLIC ADMINISTRATIVE PROCEEDINGS AGAINST GORDON ROLLERT BASED ON HIS CRIMINAL CONVICTION The Commission today instituted public administrative proceedings against Gordon J. Rollert, the former principal of two registered investment advisers, based on Rollert's criminal conviction in U.S. v. Rollert, Cr. No. 01-10031 (RWZ) (D. Mass.). In the Order Instituting Administrative Proceedings and Notice of Hearing Pursuant to Section 203(f) of the Investment Advisers Act of 1940, ("Order"), the Division of Enforcement alleges that, on Sept. 26, 2002, Rollert pled guilty to two counts of wire fraud and one count of mail fraud in connection with a fraudulent soft dollar scheme he conducted through his investment advisory business. According to the Order, the criminal indictment alleged that Rollert, an investment professional, formed Fund Acquisition Partners ("FA Partners") in 1994. The indictment also alleged that, among the clients for whom Rollert traced securities was a church that Rollert persuaded to invest directly in the companies he controlled, and also to trade securities through an agent broker. Under applicable Commission rules, the agent broker could lawfully pay for some research and similar costs incurred by a referring investment adviser such as Rollert, a practice known as "soft dollar payments." According to the indictment, Rollert agreed to pay very large commissions to the agent broker, and then directed the broker to make what the broker understood to be soft dollar payments. The soft dollar payments were made to, among others, FA Partners, an entity which Rollert controlled. By January 1996, payments to FA Partners had reached $265,000. In January 1996, then broker questioned Rollert about the payments to FA Partners, and Rollert falsely responded that the payments had been fully authorized by the church and that the church was fully aware of and had authorized the remission of the payments to FA Partners. Instead, the indictment alleged, Rollert took $264,250 of the $265,000 for his personal benefit. The scheme alleged in the indictment lasted from at least 1993 until at least some time I in 1998. According to the Order, on Dec. 10, Rollert was sentenced to six months of home confinement and to two years of probation and ordered to pay a $15,000 fine and $100,000 in restitution to the church. A hearing will be scheduled before an administrative law judge to determine what sanctions, if any, are appropriate and in the public interest. For more information, see Litigation Release Nos. 16895 (Feb. 8, 2001) and 17764 (Oct. 2, 2002). (Rel. IA-2095; File No. 3-10996) ADMINISTRATIVE PROCEEDING INSTITUTED AGAINST JEFFREY GOLDBERG The Commission today instituted administrative proceedings pursuant to Section 15(b) of the Securities Exchange Act of 1934 (Exchange Act) against Jeffrey M. Goldberg ("Goldberg") of Weston, Florida, to determine whether remedial sanctions should be imposed against Goldberg based on the entry of a judgment of permanent injunction against him, by his consent, enjoining him from further violations of Sections 5(a), 5(c), and 17(a) of the Securities Act of 1933 (Securities Act), Sections 10(b) and 15(a) of the Exchange Act and Rule 10b-5 thereunder. [(SEC v. Goldberg, et al., Case No. 01-6952-CIV-Dimitrouleas (S.D. Fla.)(filed June 5, 2001)]. The Division of Enforcement alleges that, from 1996 through mid-1999, Goldberg was associated with Medical Research Industries (MRI), an unregistered broker-dealer. In its complaint in the civil injunctive action, the Commission alleged that, while at MRI, Goldberg was responsible for overseeing MRI's telemarketing operation and received commissions in connection with the sale of MRI stock. MRI was a Ft. Lauderdale based company which allegedly manufactured and marketed homeopathic products, in patch form, for a variety of health concerns, including weight loss and sleep disorders. Through a series of fraudulent stock offerings, MRI raised approximately $52 million from more than 2,500 investors nationwide, primarily physicians. A hearing will be scheduled before an administrative law judge to determine whether the allegations contained in the Order are true, to provide Goldberg an opportunity to dispute these allegations, and to determine what sanctions, if any, are appropriate and in the public interest. (Rel. 34-47079; File No. 3-10997) FORMER ARTHUR ANDERSEN PARTNER ROBERT A. PUTNAM CHARGED WITH FRAUD AND IMPROPER PROFESSIONAL CONDUCT IN CONNECTION WITH AUDIT WORK FOR HBO & COMPANY AND EBIX.COM, INC. The Commission announced today that it has instituted public administrative proceedings against Robert A. Putnam, a former Arthur Andersen LLP partner and a certified public accountant, in connection with audit work he performed for two separate public companies, HBO & Company (HBOC) and ebix.com, inc. (Ebix). The Order Instituting Public Administrative Proceedings Pursuant to Rule 102(e) of the Commission's Rules of Practice and Cease-and-Desist Proceedings Pursuant to Section 8A of the Securities Act of 1933 and Section 21C of the Securities Exchange Act of 1934 ("Order") alleges that Putnam committed or caused violations of the antifraud provisions of the federal securities laws while acting as the HBOC's outside audit engagement partner. Further, the Order alleges that Putnam engaged in improper professional conduct within the meaning of Commission Rule of Practice 102(e) during his work for HBOC and while the engagement partner on the Ebix audit. HBOC. Putnam was the audit engagement partner for HBOC during the time that senior management were directing a massive financial reporting fraud scheme. The HBOC fraud began in 1997 and continued after its January 1999 merger with San Francisco-based McKesson Corporation, which resulted in the formation of McKesson HBOC Corporation (McKesson HBOC). When the fraud was first disclosed in April 1999, McKesson HBOC shares tumbled from approximately $65 to $34, a decline that slashed the company's market value by more than $9 billion. Previously, the Commission has brought fraud and other charges against nine former HBOC and McKesson HBOC officers and employees for their roles in the fraud. According to the Commission's Order, Putnam approved Arthur Andersen's issuance of six false quarterly review reports during 1997 and 1998 and a false 1997 audit report on HBOC's financial statements. These reports were incorporated in HBOC's public filings. Putnam knew, or was reckless in not knowing, that HBOC's accounting practices did not conform to Generally Accepted Accounting Principles, and that Andersen did not conduct its quarterly reviews and audit in compliance with Generally Accepted Auditing Standards. For instance, the Order alleges that Putnam knew that during the first quarter of 1997, HBOC's reported pretax income was overstated by 9.4 percent, in part because of contingences in HBOC software contracts that should have prohibited revenue recognition. In subsequent periods, Putnam also knew that HBOC was reporting financial results that were significantly inflated, in part because of revenue contingencies found in side letters and HBOC's deliberate misuse of reserve accounts. Although Putnam knew that HBOC management was using improper accounting to boost results, the Order alleges that he failed to stop the practices and did not bring them to the attention of HBOC's audit committee. Ebix. The Ebix matter concerns Putnam's conduct as the audit engagement partner for Andersen's audit of Ebix for the nine-month period ended December 31, 1998 ("1998 transition period"). Ebix is a software developer and marketer. In connection with the confirmations sent to Ebix's customers during his audit work for the company, Putnam became aware that various customers claimed that they were entitled to refunds of deposits on software and would not pay certain outstanding invoices because they claimed the software Ebix had delivered did not function properly. Despite the negative confirmations, Putnam conducted no further investigation and accepted management's representation that the software functioned properly and the revenue was collectible. In 2000, Ebix restated its financials statements for the 1998 transition period, reducing its software revenue by $3.4 million of a total of over $19 million in revenue the company recognized for the period. The Order also alleges that Putnam engaged in improper professional conduct by failing to conduct an audit of Ebix's royalty revenues in compliance with generally accepted auditing standards. The administrative proceedings will determine whether Putnam should be ordered to cease and desist from committing or causing any violations and any future violations of the antifraud provisions of the securities laws, and what, if any, remedial action is appropriate pursuant to Rule 102(e) of the Commission's Rules of Practice. (Rels. 33-8172; 34- 47083; AAE Rel. 1696; File No. 3-10998) SEC FILES CONTEMPT MOTION AGAINST BROKER-DEALER AND ITS PRESIDENT FOR FAILING TO PAY $192,028.29 IN COURT-ORDERED DISGORGEMENT AND PREJUDGMENT INTEREST On Dec. 17, the Commission filed a Motion for an Order to Show Cause why a broker-dealer, W.J. Nolan & Co., Inc., and its president and majority shareholder, William J. Nolan, should not be held in contempt of court for failing to pay $192,028.29 in disgorgement and prejudgment interest ordered by the United States District Court for the District of Columbia on June 11, 2002. In its Motion, the Commission is seeking an order finding W.J. Nolan and William Nolan in civil contempt and requiring W.J. Nolan and William Nolan to pay the previously-ordered disgorgement and prejudgment interest, plus post-judgment interest, immediately. The Commission originally filed this civil action in District Court on Jan. 8, 2002 to enforce a prior Commission order against W.J. Nolan. The Commission's prior order found that W.J. Nolan's registered representatives violated the federal securities laws and that W.J. Nolan failed to reasonably supervise those registered representatives. Among other things, the Commission order required W.J. Nolan to pay disgorgement and prejudgment interest within 30 days of the entry of the order. The Commission alleges that rather than paying the amounts required in the Commission order, William Nolan caused W.J. Nolan to cease business, sold assets belonging to W.J. Nolan for $750,000 and deposited the proceeds of the sale into his personal bank accounts. [SEC v. W.J. Nolan & Co., Inc., USDC, DC, Case Number 1: 02CV00044] (See LR-17324 (Jan. 16, 2002) and LR- 17595 (July 1, 2002)). (LR-17907) SEC FILES "PRIME BANK" SECURITIES FRAUD CASE AGAINST FORMER STOCKBROKER AND HIS COMPANY On Dec. 19, the Commission filed a securities fraud case in the United States District Court for the Central District of California charging a former stockbroker and his California company with promoting a fraudulent "prime bank" investment scheme. The defendants are William R. Kerr of Los Angeles, California and China Investment Group, Ltd., a British Virgin Islands corporation headquartered in Los Angeles. The Commission's complaint alleges a massive securities fraud orchestrated by William R. Kerr and his company, the China Investment Group, Ltd. ("CIG"). According to the complaint, Kerr induced more than sixty investors throughout the United States, as well as in Canada, to invest over $12 million in his fraudulent investment program that he falsely promised would yield exorbitant returns within a matter of weeks or months. The complaint further alleges that, in furtherance of this scheme, Kerr posed as a wealthy, politically connected businessman and made numerous false and materially misleading representations to his investor victims and to various intermediaries who he knew would echo his false claims to other investor victims. These false and materially misleading representations, according to the complaint, included claims (i) that Kerr had control of a $200 million trust; (ii) that Kerr could use the trust as leverage to trade in medium term bank notes ("MTNs"); (iii) that this MTN trading would yield profits of more than 13,000% of the amount invested; (iv) that Kerr's company, CIG, conducted the MTN trading; (v) that the World Bank supported Kerr's trading program; and (vi) that Kerr's investment program was safe and was backed by Kerr's personal guarantee. Further, the complaint alleges that, instead of investing his victims' funds as he had represented, Kerr misappropriated it, and failed to return either profits or principal to his investor victims. The Commission's complaint charges both defendants with securities fraud, sale of unregistered securities, and acting as an unregistered broker-dealer, in violation of Sections 5(a), 5(c) and 17(a) of the Securities Act of 1933, Sections 10(b) and 15(a) of the Securities Exchange Act of 1934 (the "Exchange Act"), and Exchange Act Rule 10b- 5. The Commission is seeking injunctions, disgorgement of ill-gotten gains (with interest), and civil penalties against both defendants. In a related matter, the United States Attorney's Office for the Central District of California announced Kerr's agreement to enter a guilty plea to mail fraud and securities fraud charges stemming from the same fraudulent scheme that is the subject of the Commission's complaint. See United States v. William R. Kerr, No. CR 02-1281 (C.D. Cal.). The Commission's related case against four Virginia unregistered brokers who solicited investor victims for Kerr's fraudulent program as well as other, similar fraudulent programs, announced previously, is pending. See Lit. Rel. No. 17281 (December 19, 2001). The Commission wishes to thank the United States Attorney's Office for the Central District of California, the Los Angles Office of the Federal Bureau of Investigation, the California Department of Corporations, and the Division of Securities of the Utah Department of Commerce for their assistance in connection with this matter. [SEC v. WILLIAM R. KERR and CHINA INVESTMENT GROUP, LTD., Civil Case No. 02-9659 (U.S.D.C., C.D. Ca.)] (LR-17908) This case is part of the SEC's continuing effort to combat prime bank fraud and to alert the public to the risks posed by these phony instruments. The risks of this type of fraud and warnings about how to avoid it are spelled out in the Interagency Advisory: Warning Concerning "Prime Bank" Notes, Guarantees, and Letters of Credit and Similar Financial Instruments (October 21, 1993), and other information which is available through the SEC's Homepage at http://www.sec.gov/divisions/enforce/primebank.shtml SEC FILES "PRIME BANK" SECURITIES FRAUD CASE AGAINST UNREGISTERED UTAH BROKER AND HIS COMPANY On Dec. 23, the Commission filed a securities fraud case in the United States District Court for the Western District of Virginia charging an unregistered Utah broker and his company with promoting a fraudulent "prime bank" type investment scheme. The defendants are Russell W. Jones of Logan, Utah and R&D Marketing, Inc., a Utah corporation. The Commission's complaint alleges that the defendants acted as the primary broker and wholesaler of a fraudulent bank-instrument trading program through which they defrauded investors throughout the United States of at least $1.9 million, including at least $240,000 from Virginia investor-victims. According to the complaint, Jones, acting through R&D Marketing, dispatched a network of local agents around the country, including Lytle E. Foglesong in Virginia, to solicit investors for the program. Jones supplied these agents, according to the complaint, with fraudulent representations that were echoed to investors: (1) that investors' funds would be used to trade in European bank instruments; (2) that this activity would yield returns in excess of 200% within forty-five days; and (3) that the International Monetary Fund ("IMF") sponsored the program. The complaint further alleges that, rather than investing the investors' funds in such a bank- instrument trading program, Jones unilaterally decided to wire the funds to an altogether different fraudulent program, supposedly involving the purchase and re-sale-at rapid and exorbitant profits-of assets from estate auctions in Europe. The complaint further alleges that Jones failed to inform the investors or obtain their consent, and that the funds disappeared shortly after Jones wired them in June 1997. Finally, the complaint alleges that thereafter, and continuing into 2002, Jones lulled investors by (among other things) assuring them that they would still realize the promised returns by sharing in the proceeds of yet another fraudulent program. The Commission's complaint charges each of the defendants with securities fraud, sale of unregistered securities, and acting as an unregistered broker-dealer, in violation of Sections 5(a), 5(c) and 17(a) of the Securities Act of 1933, Sections 10(b) and 15(a) of the Securities Exchange Act of 1934 (Exchange Act), and Exchange Act Rule 10b-5. The Commission is seeking injunctions, disgorgement of ill- gotten gains (with interest), and civil penalties against both defendants. In a related matter, the United States Attorney's Office for the Western District of Virginia announced the indictment of Jones and others on September 12, 2002, charging securities fraud, mail fraud, wire fraud, money laundering and witness tampering stemming from the same fraudulent scheme that is the subject of the Commission's complaint. See United States v. Russell W. Jones, John Daniel Deeter and Robert N. Perry, No. 5:02Cr10093 (Michael, J.) (W.D. Va., filed Sept. 12, 2002, superseding an earlier indictment that had been filed under seal on June 12, 2002). In another related criminal prosecution arising from the same fraudulent scheme, Jones' Virginia promoter Lytle Foglesong entered a guilty plea on October 24, 2002. See United States v. Lytle E. Foglesong, No. 5:02Cr10056 (Michael, J.) (W.D. Va.). The Commission's related case against Foglesong and three other Virginia brokers, announced previously, is pending. (See Lit. Rel. No. 17281/December 19, 2001). The Commission wishes to thank the United States Attorney's Office for the Western District of Virginia, the Federal Bureau of Investigation, the United States Postal Inspection Service, the Internal Revenue Service and the Virginia State Corporation Commission for their assistance in connection with this matter. This case is part of the SEC's continuing effort to combat prime bank fraud and to alert the public to the risks posed by these phony instruments. The risks of this type of fraud and warnings about how to avoid it are spelled out in the Interagency Advisory: Warning Concerning "Prime Bank" Notes, Guarantees, and Letters of Credit and Similar Financial Instruments (October 21, 1993), and other information which is available through the SEC's Homepage at http://www.sec.gov/divisions/enforce/primebank.shtml. [SEC v. Russell W. Jones and R & D Marketing, Inc., No. 5:02CV118, Wilson, C.J., USDC, WDVA] (LR-17909) COMMISSION SUES GREENSBORO, NORTH CAROLINA BUSINESSMAN AND HIS INVESTMENT FUND FOR FRAUD The Commission filed a complaint in the United States District Court for the Middle District of North Carolina on Friday, Dec. 20, against United States Private Investment Fund ("USPIF"), a purported international fund doing business in North Carolina, and its principal, Raymond M. Marker. The complaint alleges that, beginning as early as March 2002, Marker and USPIF began offering investments in debt instruments, referred to as "Flexi-Time Certificates of Deposit," through the Internet, newspaper advertisements, and personal solicitation. The complaint alleges that Marker and USPIF misrepresented that the Flexi-Time CDs were 100% insured by U.S Treasury obligations. The complaint further alleges that Marker failed to register the offer and sale of these securities with the Commission, and that there was no applicable exemption from registration. The SEC's complaint charges Marker and USPIF with violations of Sections 5(a), 5(c), and 17(a) of the Securities Act of 1933 and Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5 thereunder. The SEC seeks a temporary restraining order, expedited discovery, preliminary and permanent injunctions against both defendants, as well as an order compelling accountings, disgorgement of ill-gotten gains, along with prejudgment interest and civil penalties. On the same the Commission filed its complaint, Marker and USPIF consented to the entry of an order restraining them violating Sections 5(a), 5(c), and 17(a) of the Securities Act and Section 10(b) of the Exchange Act and Rule 10b-5 thereunder, and restraining them from destroying any documents, until the Court can consider the Commission's motion for a temporary restraining order on January 8th, 2003. [SEC v. Raymond M. Marker, et al., Case No. 1:02- CV1109 (M.D.N.C.)] (LR-17910) INVESTMENT COMPANY ACT RELEASES NOTICES OF DEREGISTRATIONS UNDER THE INVESTMENT COMPANY ACT OF 1940 For the month of December, 2002, a notice has been issued giving interested persons until January 16, 2003, to request a hearing on any of the following applications for an order under Section 8(f) of the Investment Company Act of 1940 declaring that the applicant has ceased to be an investment company: Principal Partners LargeCap Growth Fund, Inc. [File No. 811- 9757] Principal European Equity Fund, Inc. [File No. 811-9801] Principal Pacific Basin Fund, Inc. [File No. 811-9803] Stockback Fund [File No. 811-9587] Waddell & Reed Advisors Municipal Money Market Fund, Inc. [File No. 811-10137] FirstMerit Funds [File No. 811-6224] LMCG Funds [File No. 811-10069] Glen Rauch Buy-Write Fund [File No. 811-10175] Oppenheimer Multi-Cap Value Fund I [File No. 811-10259] Nuveen Multistate Tax-Free Trust [File No. 811-6435] Nuveen Insured Tax-Free Bond Fund, Inc. [File No. 811-4821] Nuveen Insured Premium Income Municipal Fund, Inc. [File No. 811-7130] Nuveen Municipal Bond Fund [File No. 811-2692] Nuveen Tax-Free Bond Fund, Inc. [File No. 811-4817] Flagship Tax Exempt Funds Trust [File No. 811-4263] Franklin Government Securities Trust [File No. 811-5709] (Rel. IC-25871 - Dec. 20) HOLDING COMPANY ACT RELEASES XCEL ENERGY, INC. A notice has been issued giving interested persons until Jan. 13, 2002, to request a hearing on a proposal by Xcel Energy, Inc. (Xcel), a registered public-utility holding company, to enter into various financing transactions, and to modify certain conditions contained in previous Commission orders authorizing Xcel and its subsidiaries to enter into certain financing transactions. (Rel. 35-27624) SELF-REGULATORY ORGANIZATIONS NOTICE OF CORRECTION The Commission corrected the amended fingerprinting plan text of the Chicago Board Options Exchange contained in Release No. 34-46467, issued on Sept. 6, 2002, beginning on page 58088 in the Federal Register issue of Friday, Sept. 13, 2002. Publication of the notice in the Federal Register is expected during the week of Dec. 23. (Rel. 34- 46467A) PROPOSED RULE CHANGES The American Stock Exchange filed a proposed rule change (SR- Amex-2002-96) and Amendment No. 1 thereto under Section 19(b)(1) of the Securities Exchange Act of 1934 to permit limited side-by-side trading and integrated market making of certain iShares Lehman Treasury Index exchange-traded fund shares and their related options. Publication of the proposal is expected in the Federal Register during the week of Dec. 23. (Rel. 34-47017) A proposed rule change has been filed by the Boston Stock Exchange (SR-BSE-2002-05) relating to the trading of Nasdaq securities on the Exchange by Remote Specialists. Publication of the proposal is expected in the Federal Register during the week of Dec. 23. (Rel. 34-47031) The Chicago Board Options Exchange filed a proposed rule change (SR-CBOE-2002-49) relating to RAES access rules for broad-based index options and options on exchange-traded funds on broad-based indexes. Publication of the proposal is expected in the Federal Register during the week of Dec. 23. (Rel. 34-47033) The International Securities Exchange filed a proposed rule change (SR-ISE-2002-28) to increase the number of authorized shares of Class B Common Stock, Series B-2 from 100 to 130. The proposed increase would result in the creation of 30 additional Competitive Market Maker memberships. Publication of the proposal is expected in the Federal Register during the week of Dec. 23. (Rel. 34-47035) The Chicago Board Options Exchange filed a proposed rule change (SR-CBOE-2002-61) regarding rules implementing the Options Intermarket Linkage Plan. Publication of the proposal is expected in the Federal Register during the week of Dec. 23. (Rel. 34-47052) The National Association of Securities Dealers filed a proposed rule change (SR-NASD-2002-176) by the pursuant to Section 19(b)(2) of the Securities Exchange Act of 1934. The proposed rule change proposes amendments to NASD Rule 7010(k) relating to fees for the Trade Reporting and Compliance Engine (TRACE). NASD is proposing to extend the pilot program for TRACE fees to Feb. 28, 2003 and to modify the pilot effective Jan. 1, 2003. Publication of the proposal is expected in the Federal Register during the week of Dec. 23. (Rel. 34-47056) The Commission issued a notice of filing of a proposed rule change (SR-NASD-2002-174) by the National Association of Securities Dealers pursuant to Section 19(b)(2) of the Securities Exchange Act of 1934. The proposed rule change proposes amendments to the NASD Rule 6200 Series or the TRACE Rules to provide additional transparency in the corporate bond market by increasing the categories of TRACE- eligible securities for which transaction information is required to be disseminated. Publication of the proposal is expected in the Federal Register during the week of Dec. 23. (Rel. 34-47057) The Commission issued a notice of filing of a proposed rule change (SR-NASD-2002-112) by the National Association of Securities Dealers pursuant to Section 19(b)(2) of the Securities Exchange Act of 1934. The proposed rule change proposes amendments to Rule 3070 requiring members to file copies of criminal and civil complaints and arbitration claims with NASD. Publication of the proposal is expected in the Federal Register during the week of Dec. 23. (Rel. 34-47060) The Philadelphia Stock Exchange filed a proposed rule change (SR-Phlx-2002-67) under Rule 19b-4 of the Securities Exchange Act of 1934 regarding rules implementing the Options Intermarket Linkage Plan. Publication of the proposal is expected in the Federal Register during the week of Dec. 23. (Rel. 34-47062) IMMEDIATE EFFECTIVENESS OF PROPOSED RULE CHANGES A proposed rule change filed by OneChicago LLC (SR-OC-2002- 03) concerning block trades in security futures products has become effective under Section 19(b)(7) of the Securities Exchange Act of 1934. Publication of the proposal is expected in the Federal Register during the week of Dec. 23. (Rel. 34-47018) A proposed rule change by the Chicago Board Options Exchange relating to the extension of an access fee for non-customer RAES orders (SR-CBOE-2002-68) has become effective under Section 19(b)(3)(A)(ii) 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- 47032) A proposed rule change filed by the Chicago Board Options Exchange (SR-CBOE-2002-70) relating to day trading margin requirements 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. 34-47034) APPROVAL OF PROPOSED RULE CHANGES The Commission granted approval to a proposed rule change and issued notice of filing of, and granted accelerated approval to, Amendment No. 1 thereto filed by the New York Stock Exchange (SR-NYSE-2002-37) under Section 19(b)(1) of the Securities Exchange Act of 1934 to amend the exchange's automatic execution facility pilot (NYSE Direct +). (Rel. 34-47024) The Commission approved a proposed rule change filed by the Pacific Exchange filed a proposed rule change (SR-PCX-2002- 53) relating to new order types called "Midpoint Cross Order" and "Midpoint Directed Fill" and to a new interpretation under PCXE Rule 7.6(a). Publication of the proposal is expected in the Federal Register during the week of Dec. 23. (Rel. 34-47036) The Commission approved a proposed rule change and Amendment No. 1 thereto submitted by the Philadelphia Stock Exchange proposing to amend Phlx Rule 201A(b), Alternate Specialist Assignment (SR-Phlx-2002-11). (Rel. 34-47059) A proposed rule change submitted by the Pacific Stock Exchange (SR-PCX-2002-72) relating to changes to its marketing fees schedule has become immediately effective pursuant to 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. 29. (Rel. 34- 47065) AMENDMENT NO. 4 TO THE OPTIONS INTERMARKET LINKAGE PLAN The American Stock Exchange, Chicago Board Options Exchange, International Securities Exchange, Pacific Exchange, and Philadelphia Stock Exchange have submitted an amendment to the Options Intermarket Linkage Plan, under Rule 11Aa3-2 of the Securities Exchange Act of 1934 relating to the process for potential new options exchanges to have interim access to Linkage information. (Rel. 34-47028) DELISTING GRANTED An order has been issued granting the application of Hemagen Diagnostics, Inc. the Philadelphia Stock Exchange to strike from listing and registration call and put option contracts issued by The Options Clearing Corporation with respect to certain underlying securities, effective at the opening of business on Nov. 11, 2002. (Rel. 34-46795) 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 INFORM WORLDWIDE HOLDINGS INC, 103333 E DRY CREEK ROAD, SUITE 270, ENGLEWOOD, CO, 80112, 7192271903 - 3,000,000 ($390,000.00) Equity, (File 333-102022 - Dec. 20) (BR. 09) S-8 INFORM WORLDWIDE HOLDINGS INC, 103333 E DRY CREEK ROAD, SUITE 270, ENGLEWOOD, CO, 80112, 7192271903 - 0 ($90,000.00) Equity, (File 333-102023 - Dec. 20) (BR. 09) S-8 IMAGING TECHNOLOGIES CORP/CA, 15175 INNOVATION DRIVE, SAN DIEGO, CA, 92128, 6196131300 - 10,000,000 ($150,000.00) Equity, (File 333-102024 - Dec. 20) (BR. 03) S-8 IMAGING TECHNOLOGIES CORP/CA, 15175 INNOVATION DRIVE, SAN DIEGO, CA, 92128, 6196131300 - 13,650,000 ($204,750.00) Equity, (File 333-102025 - Dec. 20) (BR. 03) S-1 ENDURANCE SPECIALTY HOLDINGS LTD, 4 PAR LA VILLE ROAD, HAMILTON HM 08 BERMUDA, D0, 00000, 441-278-0400 - 0 ($200,000,000.00) Equity, (File 333-102026 - Dec. 20) (BR. ) S-8 META GROUP INC, 208 HARBOR DR, STAMFORD, CT, 06912-0061, 2039736700 - 0 ($5,248,741.00) Equity, (File 333-102028 - Dec. 20) (BR. 06) S-8 MCRAE INDUSTRIES INC, 402 NORTH MAIN STREET, PO BOX 726, MT. GILEAD, NC, 27306, 910-439-6147 - 0 ($593,750.00) Equity, (File 333-102029 - Dec. 20) (BR. 02) S-8 MCRAE INDUSTRIES INC, 402 NORTH MAIN STREET, PO BOX 726, MT. GILEAD, NC, 27306, 910-439-6147 - 0 ($2,644,625.00) Equity, (File 333-102030 - Dec. 20) (BR. 02) SB-2 ENVIROMAT INDUSTRIES CO LTD, 8723 CAMBIE STREET, VANCOUVER, A1, V6P 3J9, 604-790-6986 - 2,325,000 ($232,500.00) Equity, (File 333-102031 - Dec. 20) (BR. ) N-2 FEDERATED PREMIER INTERMEDIATE MUNICIPAL INCOME FUND, 1001 LIBERTY AVE., PITTSBURGH, PA, 15342, 4122881401 - 1,600 ($40,000,000.00) Equity, (File 333-102032 - Dec. 20) (BR. 22) N-2 FEDERATED PREMIER MUNICIPAL INCOME FUND, FEDERATED INVESTORS TOWER, PITTSBURGH, PA, 15222-3779, 1,600 ($40,000,000.00) Equity, (File 333-102033 - Dec. 20) (BR. 22) S-8 ITRONICS INC, 6490 SO. MCCARRAN BLVD., BLDG C STE 23, RENO, NV, 89509, 7756897696 - 3,000,000 ($360,000.00) Equity, (File 333-102034 - Dec. 20) (BR. 08) S-4 BOTTLING GROUP LLC, ONE PEPSI WAY, SOMERS, NY, 10589-2201, 9142532884 - 0 ($1,000,000,000.00) Non-Convertible Debt, (File 333-102035 - Dec. 20) (BR. 02) S-3 CAPSTONE TURBINE CORP, 21211 NORDHOFF STREET, CHATSWORTH, CA, 91311, 818-734-5300 - 3,994,817 ($4,034,765.17) Equity, (File 333-102036 - Dec. 20) (BR. 36) S-4 FIRST SECURITY GROUP INC/TN, 817 BROAD STREET, CHATTANOOGA, TN, 37402, 4233082000 - 0 ($7,070,194.00) Equity, (File 333-102037 - Dec. 20) (BR. 07) S-1 CITIGROUP DIVERSIFIED FUTURES FUND LP, 390 GREENWICH STREET, 7TH FLOOR, NEW YORK, NY, 10013, 2127235424 - 0 ($200,000,000.00) Limited Partnership Interests, (File 333-102038 - Dec. 20) (BR. ) S-8 CAPSTONE TURBINE CORP, 21211 NORDHOFF STREET, CHATSWORTH, CA, 91311, 818-734-5300 - 3,840,000 ($3,878,400.00) Equity, (File 333-102039 - Dec. 20) (BR. 36) S-11 PERMANENT FINANCING NO 2 PLC, 0 ($3,250,000,000.00) Non-Convertible Debt, (File 333-102040 -Dec. 20) (BR. ) S-8 NEW YORK TIMES CO, 229 W 43RD ST, NEW YORK, NY, 10036, 2125561234 - 0 ($20,000,000.00) Other, (File 333-102041 - Dec. 20) (BR. 05) S-8 CORTEX PHARMACEUTICALS INC/DE/, 15241 BARRANCA PKWY, IRVINE, CA, 92718, 7147273157 - 0 ($2,494,756.00) Equity, (File 333-102042 - Dec. 20) (BR. 01) S-8 BANK OF AMERICA CORP /DE/, NATIONSBANK CORPORATE CENTER, 100 N TRYON ST, CHARLOTTE, NC, 28255, 8882793457 - 100,000,000 ($6,848,000,000.00) Equity, (File 333-102043 - Dec. 20) (BR. 07) S-8 UMB FINANCIAL CORP, 1010 GRAND AVE, KANSAS CITY, MO, 64106, 8168607000 - 1,000,000 ($37,960,000.00) Equity, (File 333-102044 - Dec. 20) (BR. 07) S-8 BOWNE & CO INC, 345 HUDSON ST, NEW YORK, NY, 10014, 2129245500 - 0 ($14,000,000.00) Equity, (File 333-102046 - Dec. 20) (BR. 05) S-8 ROCKWELL COLLINS INC, 400 COLLINS ROAD NE, CEDAR RAPIDS, IA, 52498, 3192951000 - 5,000,000 ($107,850,000.00) Equity, (File 333-102047 - Dec. 20) (BR. 37) S-8 RF MICRO DEVICES INC, 7628 THORNDIKE ROAD, GREENSBORO, NC, 27409-9421, 3369317042 - 793,410 ($2,908,776.00) Equity, (File 333-102048 - Dec. 20) (BR. 36) S-8 HYPERION SOLUTIONS CORP, 1344 CROSSMAN AVE, SUNNYVALE, CA, 94089, 4087449500 - 1,200,000 ($33,132,000.00) Equity, (File 333-102049 - Dec. 20) (BR. 03) S-8 ZEBRA TECHNOLOGIES CORP/DE, 333 CORPORATE WOODS PKWY, VERNON HILLS, IL, 60061, 7086346700 - 0 ($45,066,000.00) Equity, (File 333-102050 - Dec. 20) (BR. 36) S-8 LTX CORP, LTX PARK AT UNIVERSITY AVE, WESTWOOD, MA, 02090, 7814611000 - 0 ($13,834,625.00) Equity, (File 333-102051 - Dec. 20) (BR. 36) S-8 SONIC AUTOMOTIVE INC, 5401 EAST INDEPENDENCE BLVD, PO BOX 18747, CHARLOTTE, NC, 28212, 7045323354 - 2,000,000 ($29,240,000.00) Equity, (File 333-102052 - Dec. 20) (BR. 02) S-8 SONIC AUTOMOTIVE INC, 5401 EAST INDEPENDENCE BLVD, PO BOX 18747, CHARLOTTE, NC, 28212, 7045323354 - 1,200,000 ($17,544,000.00) Equity, (File 333-102053 - Dec. 20) (BR. 02) S-3 BADGER METER INC, 4545 WEST BROWN DEER ROAD, MILWAUKEE, WI, 53223, 4143715702 - 0 ($2,054,500.00) Equity, (File 333-102057 - Dec. 20) (BR. 36) S-8 CENDANT CORP, 9 WEST 57TH STREET, NEW YORK, NY, 10019, 2124131800 - 0 ($67,740,000.00) Equity, (File 333-102059 - Dec. 20) (BR. 08) S-8 BOTTOMLINE TECHNOLOGIES INC /DE/, 155 FLEET ST, PORTSMOUTH, NH, 03801, 6034360700 - 0 ($7,297,017.57) Equity, (File 333-102060 - Dec. 20) (BR. 03) S-8 ALLEGIANT BANCORP INC/MO/, 2122 KRATKY ROAD, ST LOUIS, MO, 63114, 314-530-8000 - 800,000 ($13,968,000.00) Equity, (File 333-102061 - Dec. 20) (BR. 07) S-8 PRECISE LIFE SCIENCES LTD, 6046640499 - 4,100,000 ($656,000.00) Equity, (File 333-102062 - Dec. 20) (BR. 04) S-8 APPLERA CORP, 301 MERRITT 7, NORWALK, CT, 06851, 2038402000 - 2,500,000 ($32,832,500.00) Equity, (File 333-102063 - Dec. 20) (BR. 36) S-3 BOTTOMLINE TECHNOLOGIES INC /DE/, 155 FLEET ST, PORTSMOUTH, NH, 03801, 6034360700 - 0 ($222,267.83) Equity, (File 333-102064 - Dec. 20) (BR. 03) S-8 TRIPOS INC, 1699 SOUTH HANLEY RD, STE 303, ST LOUIS, MO, 63144, 3146471099 - 120,000 ($871,200.00) Equity, (File 333-102065 - Dec. 20) (BR. 03) S-3 BIOMARIN PHARMACEUTICAL INC, 371 BEL MARIN KEYS BLVD, STE 210, NOVATO, CA, 94949, 4158846700 - 0 ($150,000,000.00) Equity, (File 333-102066 - Dec. 20) (BR. 01) S-8 UNITED TRADING COM, 19762 MACARTHUR BLVD, STE 300, IRVINE, CA, 92612, 9495539660 - 20,000,000 ($340,000.00) Equity, (File 333-102067 - Dec. 20) (BR. 03) S-3 IMPCO TECHNOLOGIES INC, 16804 GRIDLEY PLACE, CERRITOS, CA, 90701, 5628606666 - 0 ($9,838,342.00) Equity, (File 333-102068 - Dec. 20) (BR. 05) S-8 IMPCO TECHNOLOGIES INC, 16804 GRIDLEY PLACE, CERRITOS, CA, 90701, 5628606666 - 0 ($2,982,000.00) Equity, (File 333-102069 - Dec. 20) (BR. 05) S-8 BARR LABORATORIES INC, 2 QUAKER RD BOX 2900, POMONA, NY, 10970-0519, 8453621100 - 0 ($18,829,500.00) Equity, (File 333-102070 - Dec. 20) (BR. 01) S-8 ARS NETWORKS INC, 100 WALNUT STREET, CHAMPLAIN, NY, 12919, 5182982042 - 100,000,000 ($1,000,000.00) Equity, (File 333-102071 - Dec. 20) (BR. 05) S-8 BARR LABORATORIES INC, 2 QUAKER RD BOX 2900, POMONA, NY, 10970-0519, 8453621100 - 0 ($188,295,000.00) Equity, (File 333-102072 - Dec. 20) (BR. 01) S-3 REALTY INCOME CORP, 220 W CREST ST, ESCONDIDO, CA, 92025-1707, 7607412111 - 0 ($500,000,000.00) Unallocated (Universal) Shelf, (File 333-102073 - Dec. 20) (BR. 08) S-3 FIRSTENERGY CORP, 76 SOUTH MAIN ST, AKRON, OH, 44308-1890, 3303845100 - 6,000,000 ($191,940,000.00) Equity, (File 333-102074 - Dec. 20) (BR. 02) S-B KREDITANSTALT FUER WIEDERAUFBAU, 18 H ST NW, C/O INTERNATIONAL MONETARY FUND, WASHINGTON, DC, 20433, 2124552870 - 0 ($13,751,271,192.00) Non-Convertible Debt, (File 333-102076 - Dec. 20) (BR. DN) S-1 NII HOLDINGS INC, 10700 PARKRIDGE BLVD, SUITE 600, RESTON, VA, 20191, 7034334000 - 0 ($242,059,104.20) Other, (File 333-102077 - Dec. 20) (BR. 37) S-4 FMC CORP, 200 E RANDOLPH DR, CHICAGO, IL, 60601, 3128616000 - 0 ($343,500,000.00) Non-Convertible Debt, (File 333-102078 - Dec. 20) (BR. 02) S-8 DOCUMENTUM INC, 6801 KOLL CENTER PARKWAY, PLEASANTON, CA, 94566-3145, 9256006800 - 1,605,108 ($8,586,354.79) Equity, (File 333-102079 - Dec. 20) (BR. 03) S-8 REALTY INCOME CORP, 220 W CREST ST, ESCONDIDO, CA, 92025-1707, 7607412111 - 1,000,000 ($35,400,000.00) Equity, (File 333-102080 - Dec. 20) (BR. 08) SB-2 HEMPTOWN CLOTHING INC, 1307 VENABLES STREET, VANCOUVER B C, A1, 00000, 6042555005 - 9,068,530 ($362,741.20) Equity, (File 333-102081 - Dec. 20) (BR. ) S-8 TIBCO SOFTWARE INC, 3165 PORTER DRIVE, PALO ALTO, CA, 94304, 6508465000 - 10,508,615 ($66,729,705.25) Equity, (File 333-102082 - Dec. 20) (BR. 03) S-11 CRUSADE MANAGEMENT LTD, LEVEL 11, 55 MARKET STREET, SIDNEY NSW 2217 AUSTRALIA, 0 ($1,000,000.00) Debt Convertible into Equity, (File 333-102083 - Dec. 20) (BR. 05) S-8 COMMUNITY FIRST INC, 501 SOUTH JAMES CAMPBELL BLVD., COLUMBIA, TN, 38401, 9313802265 - 0 ($1,710,000.00) Equity, (File 333-102084 - Dec. 20) (BR. 07) S-8 TRIQUINT SEMICONDUCTOR INC, 2300 NE BROOKWOOD PARKWAY, HILLSBORO, OR, 97124, 5036159000 - 0 ($4,640,000.00) Equity, (File 333-102085 - Dec. 20) (BR. 36) S-3 OLD NATIONAL BANCORP /IN/, 420 MAIN ST, EVANSVILLE, IN, 47708, 8124641434 - 5,000,000 ($121,500,000.00) Equity, (File 333-102086 - Dec. 20) (BR. 07) S-1 PREMCOR INC, 8182 MARYLAND AVENUE, SUITE 600, ST LOUIS, MO, 63105-3721, 3148549878 - 0 ($287,500,000.00) Equity, (File 333-102087 - Dec. 20) (BR. 04) S-8 STANDEX INTERNATIONAL CORP/DE/, 6 MANOR PKWY, SALEM, NH, 03079, 6038939701 - 200,000 ($4,706,000.00) Equity, (File 333-102088 - Dec. 20) (BR. 06) S-8 SCHOOL SPECIALTY INC, W6316 DESIGN DRIVE, GREENVILLE, WI, 54942, (920) 734-5712 - 0 ($4,343,925.00) Equity, (File 333-102089 - Dec. 20) (BR. 04) S-3 AMERISOURCEBERGEN CORP, 1300 MORRIS DRIVE, SUITE 100, CHESTERBROOK, PA, 19087-5594, 6107277000 - 2,399,091 ($133,269,505.05) Equity, (File 333-102090 - Dec. 20) (BR. 01) S-8 SCHOOL SPECIALTY INC, W6316 DESIGN DRIVE, GREENVILLE, WI, 54942, (920) 734-5712 - 0 ($30,535,020.00) Equity, (File 333-102091 - Dec. 20) (BR. 04) S-3 AIG SUNAMERICA LIFE ASSURANCE CO, 1 SUNAMERICA CENTER, C/O THOMAS B PHILLIPS, LOS ANGELES, CA, 90067, 3107726000 - 50,000,000 ($50,000,000.00) Other, (File 333-102092 - Dec. 20) (BR. 20) SB-1 CEMREIL GROUP INC, 5556 VESEL COURT, FREELAND, WA, 98249, 3603314832 - 250,000 ($500,000.00) Equity, (File 333-102094 - Dec. 20) (BR. ) S-1 GLOBAL MACRO TRUST, C/O MILLBURN CORP, 411 WEST PUTNAM AVENUE, GREENWICH, CT, 06830, 2036257554 - 0 ($227,434,000.00) Equity, (File 333-102095 - Dec. 20) (BR. 07) S-8 SYMANTEC CORP, 20330 STEVENS CREEK BLVD, CUPERTINO, CA, 95014, 4082539600 - 0 ($278,772,300.00) Equity, (File 333-102096 - Dec. 20) (BR. 03) S-8 STERICYCLE INC, 28161 NORTH KEITH DRIVE, -, LAKE FOREST, IL, 60045, 8473675910 - 0 ($31,375,000.00) Equity, (File 333-102097 - Dec. 20) (BR. 06) S-4 SIRENZA MICRODEVICES INC, 522 ALMANOR AVENUE, SUNNYVALE, CA, 94086, 4086165400 - 0 ($7,600,000.00) Equity, (File 333-102099 - Dec. 20) (BR. 36) S-3 INTEGRAL SYSTEMS INC /MD/, 5000 PHILADELPHIA WAY, LANHAM, MD, 20706, 3017314233 - 0 ($13,565,457.00) Equity, (File 333-102100 - Dec. 20) (BR. 03) S-3 APOGENT TECHNOLOGIES INC, 411 E WISCONSIN AVE 24TH FLR, MILWAUKEE, WI, 53202, 4142746600 - 5,563,822 ($169,652,000.00) Debt Convertible into Equity, (File 333-102101 - Dec. 20) (BR. 36) S-8 MAXIMUM DYNAMICS INC, 2 N CASCADE AVE, STE 1100, COLORADO SPRINGS, CO, 80903, 7193387743 - 2,000,000 ($170,000.00) Equity, (File 333-102102 - Dec. 20) (BR. 09) S-1 NEOMEDIA TECHNOLOGIES INC, 2201 SECOND ST STE 600, STE 600, FORT MYERS, FL, 33901, 6303554404 - 113,408,376 ($2,268,167.52) Equity, (File 333-102103 - Dec. 20) (BR. 03) S-8 COMBINED PROFESSIONAL SERVICES INC, 2700 NORTH 29TH AVE, SUITE 305, HOLLYWOOD, FL, 33020, 9549275563 - 2,125,000 ($3,878,129.00) Equity, (File 333-102104 - Dec. 20) (BR. 09) S-3 ONEOK INC /NEW/, 100 WEST 5TH ST, TULSA, OK, 74103, 9185887000 - 0 ($1,000,000,000.00) Unallocated (Universal) Shelf, (File 333-102105 - Dec. 20) (BR. 02) SB-2 VITAL LIVING INC, 5080 NORTH 40TH STREET, SUITE 105, PHOENIX, AZ, 85018, 602-952-9909 - 5,492,500 ($8,610,325.00) Equity, (File 333-102106 - Dec. 20) (BR. 01) S-8 WEST MARINE INC, 500 WESTRIDGE DR, WATSONVILLE, CA, 95076-4100, 4087282700 - 200,000 ($2,866,000.00) Equity, (File 333-102108 - Dec. 20) (BR. 02) S-8 WEST MARINE INC, 500 WESTRIDGE DR, WATSONVILLE, CA, 95076-4100, 4087282700 - 6,350,000 ($35,825,000.00) Equity, (File 333-102109 - Dec. 20) (BR. 02) S-8 STEALTH MEDIALABS INC, 203 N. WABASH, SUITE 1805, CHICAGO, IL, 60601, 8473560799 - 3,000,000 ($5,250,000.00) Equity, (File 333-102113 - Dec. 20) (BR. 02) RECENT 8K FILINGS Form 8-K is used by companies to file current reports on the following events: Item 1. Changes in Control of Registrant. Item 2. Acquisition or Disposition of Assets. Item 3. Bankruptcy or Receivership. Item 4. Changes in Registrant's Certifying Accountant. Item 5. Other Materially Important Events. Item 6. Resignations of Registrant's Directors. Item 7. Financial Statements and Exhibits. Item 8. Change in Fiscal Year. Item 9. Regulation FD Disclosure. 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 ------------------------------------------------------------------------------------ ABINGTON BANCORP INC MA X X 12/20/02 ACUITY BRANDS INC DE X 12/20/02 ADMIRALTY BANCORP INC DE X X 12/13/02 ADVANCED OPTICS ELECTRONICS INC NV X 12/19/02 ADVANTA BUSINESS RECIEVABLES CORP X 12/20/02 ADZONE RESEARCH INC DE X 12/16/02 AES CORPORATION DE X 12/20/02 AKORN INC LA X X 12/20/02 ALLETE INC MN X X 12/20/02 ALLIANCE CAPITAL MANAGEMENT HOLDING L DE X 12/13/02 ALLIANCE CAPITAL MANAGEMENT L P DE X 12/13/02 ALLIANT ENERGY CORP WI X X 12/20/02 AMERICAN AIRLINES INC DE X 12/20/02 AMERICAN CABLE TV INVESTORS 5 LTD CO X X 12/19/02 AMERICAN SKANDIA LIFE ASSURANCE CORP/ CT X 12/31/02 AMERICAN SPORTS DEVELOPMENT GROUP INC DE X X 12/16/02 AMERIRESOURCE TECHNOLOGIES INC DE X 12/19/02 AMR CORP DE X 12/20/02 ANADARKO PETROLEUM CORP DE X X 12/20/02 ANALYSTS INTERNATIONAL CORP MN X 12/13/02 ANALYTICAL SURVEYS INC CO X 12/20/02 ANC RENTAL CORP DE X X 12/20/02 ANWORTH MORTGAGE ASSET CORP MD X X 12/20/02 ANZ CAPEL COURT LTD C3 X 12/20/02 APHTON CORP DE X X 12/20/02 APHTON CORP DE X X 12/20/02 ARLINGTON HOSPITALITY INC DE X X 12/19/02 ARMSTRONG WORLD INDUSTRIES INC PA X X 12/20/02 ARS NETWORKS INC NH X 12/05/02 ARS NETWORKS INC NH X X 12/02/02 AMEND ASIA PREMIUM TELEVISION GROUP NV X 12/19/02 AUG CORP DE X X 12/20/02 AUTOLEND GROUP INC DE X X 11/20/02 AVANTGO INC X X 12/19/02 AXONYX INC NV X X 12/17/02 BEAR STEARNS COMMERCIAL MORTGAGE SECU DE X X 12/16/02 BEARD CO /OK OK X X 12/19/02 BECTON DICKINSON & CO NJ X X 12/20/02 BETHLEHEM STEEL CORP /DE/ DE X 12/20/02 BIOPROGRESS TECHNOLOGY INTERNATIONAL NV X X 12/20/02 BLYTH INC DE X 12/19/02 BROWN FORMAN CORP DE X 12/20/02 CAPITAL ONE AUTO FINANCE TRUST 2002-C DE X X 12/20/02 CAREER EDUCATION CORP DE X X 12/19/02 CFS BANCORP INC DE X X 12/19/02 CHARTER MUNICIPAL MORTGAGE ACCEPTANCE DE X X 12/18/02 CHENIERE ENERGY INC DE X X 12/18/02 CHESAPEAKE ENERGY CORP OK X 12/20/02 CHINA FUND INC MD X 11/01/02 CIENA CORP DE X X 12/20/02 CIGNA CORP DE X 12/23/02 CITICORP MORTGAGE SECURITIES INC DE X 12/20/02 CITIZENS COMMUNICATIONS CO DE X X 12/20/02 CNH CAPITAL RECEIVABLES INC DE X X 12/16/02 CNH RECEIVABLES INC DE X X 12/16/02 COLLECTIBLE CONCEPTS GROUP INC DE X 12/18/02 COMPUSONICS VIDEO CORP CO X 12/20/02 COMTEX NEWS NETWORK INC NY X X 12/10/02 CONCEPTS DIRECT INC DE X 12/20/02 CONOCOPHILLIPS DE X X 12/20/02 CONTOUR ENERGY CO DE X X 10/31/02 COOPER INDUSTRIES LTD X X 12/20/02 COX RADIO INC DE X 12/20/02 CWABS INC DE X X 12/20/02 CYBER CARE INC FL X X 12/10/02 AMEND DCB FINANCIAL CORP OH X X 12/19/02 DEUTSCHE FLOORPLAN RECEIVABLES L P DE X X 11/30/02 DIASENSE INC/PA PA X 12/20/02 DIME COMMUNITY BANCSHARES INC DE X 12/19/02 DISTINCTIVE DEVICES INC NY X X 12/06/02 DOCUMENTUM INC DE X X 12/10/02 DOLE FOOD COMPANY INC DE X X 12/18/02 E DEAL NET INC NV X X X 12/20/02 EAGLE SUPPLY GROUP INC DE X X 12/13/02 EDT LEARNING INC DE X X 12/13/02 EMERSON ELECTRIC CO MO X 12/20/02 ENDO PHARMACEUTICALS 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KNOWLEDGEMAX INC DE X 12/20/02 KROGER CO OH X 12/20/02 LACLEDE STEEL CO /DE/ DE X X 12/17/02 LEXINGTON PRECISION CORP DE X X 12/20/02 LITHIA MOTORS INC OR X X 12/20/02 LITHIUM TECHNOLOGY CORP DE X X 10/04/02 AMEND LPA HOLDING CORP DE X X 12/11/02 LTV CORP DE X X 12/20/02 M&I AUTO LOAN TRUST 2001-1 DE X X 12/20/02 M&I AUTO LOAN TRUST 2002-1 DE X X 12/20/02 MAINSTREET BANKSHARES INC VA X 12/18/02 MARKLAND TECHNOLOGIES INC FL X X 12/17/02 MATTHEWS INTERNATIONAL CORP PA X 12/20/02 MATTRESS DISCOUNTERS CORP DE X X 12/20/02 MAXIMUM DYNAMICS INC X X X 12/09/02 MCDERMOTT INTERNATIONAL INC R1 X 12/20/02 MERISEL INC /DE/ DE X 12/31/02 MICROWAVE FILTER CO INC /NY/ NY X 09/30/02 MID POWER SERVICE CORP DE X 12/20/02 MILLS CORP DE X X 12/13/02 MMCA AUTO OWNER TRUST 2002-5 DE X X 12/20/02 MOORE CORPORATION LTD X 12/19/02 MOYCO TECHNOLOGIES INC PA X X 12/18/02 MPHASE TECHNOLOGIES INC NJ X X 12/20/02 NETBANK INC GA X X 12/20/02 NETGURU INC DE X X 12/05/02 NETWORD INC DE X X X X 12/19/02 NETWORK ACCESS 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