SEC NEWS DIGEST Issue 2003-26 February 7, 2003 COMMISSION ANNOUNCEMENTS SEC AMENDS DEFINITION OF "DEALER" FOR BANKS, ADOPTS ANALYST CERTIFICATION RULE On Feb. 6, the Commission voted to approve certain measures affecting banks and their activities as dealers under the Gramm-Leach-Bliley Act of 1999. The Commission also voted to adopt Regulation Analyst Certification, requiring research analysts to certify the truthfulness of the views they express and to disclose compensation related to the specific views expressed in reports or appearances. 1. Amendments to Exchange Act Bank Dealer Exceptions The Gramm-Leach-Bliley Act amended the Exchange Act to eliminate the complete exception of banks from the definitions of "broker" and "dealer." Instead, it provides banks with four exceptions from the definition of "dealer" and eleven exceptions from the definition of "broker." The proposed rules primarily address certain of the exceptions from the definition of "dealer." Specifically, the Commission voted to adopt rules amending definitions of terms used in a bank exception to the definition of "dealer" in Section 3(a)(5) of the Securities Exchange Act of 1934, amending an exemption for banks from the definition of dealer for certain de minimis riskless principal transactions, adding a new exemption from broker- dealer registration for certain bank securities lending transactions, and extending an exemption from rescission liability for contracts entered into by banks in a dealer capacity for a transition period until March 31, 2005. Definitions of Terms Used in Asset-Backed Exception to Dealer Registration The asset-backed transactions exception from the definition of dealer permits a bank to issue and sell securities backed by obligations the bank and its affiliates originated, or other obligations originated by other banks and their affiliates in a syndicate. The Commission adopted amendments with only technical changes from the proposal. The amendments will * modify the definition of "originated" so that banks may use distribution channels (such as automobile dealers, mortgage companies, and other banks), even though the bank does not "make and fund" the loan at the exact time that the loan is made; * retain the standard for "predominantly originated" at 85 percent; * replace the definition of "member of a syndicate of banks" with a definition of "member" as it relates to "syndicate of banks" to make clear that the individual banks originate the obligations, not the syndicate; and * retain the requirement that when a syndicate of banks issues asset- backed securities through a grantor trust or other separate entity, each bank selling the securities, and thus, acting as a dealer in the transaction, must have originated at least 10 percent of the value of the pool of obligations backing the securities. Exemption from the Definition of Dealer for Banks Engaged in "Riskless Principal" Transactions The de minimis exception from the definition of broker permits banks to engage in up to 500 transactions per year without broker-dealer registration. The Commission permitted "riskless principal" transactions to count toward that total in its existing rules. The rule amendment provides that both legs of a riskless principal transaction are counted as one transaction solely for purposes of the de minimis exemption. The Commission adopted the amendments with only a minor technical change from the proposal. Exemption for Non-custodial Securities Lending from Dealer and Broker Registration and Custodial Lending from Dealer Registration The Commission added a new exemption from the definitions of broker and dealer for banks that engage in certain non-custodial securities lending transactions with "qualified investors." The exemption will permit banks to engage in certain non-custodial securities lending transactions with "qualified investors" without registration as a broker or dealer under the securities laws. The term "qualified investor" is defined in Section 3(a)(54) of the Exchange Act and includes certain advised pension plans. For purposes of this exemption, banks may also engage in securities lending transactions with other pension plans that may not meet the restrictions applicable to qualified investor pension plans that have $25 million in investments and are managed on a discretionary basis. The exemption is being adopted with technical changes from the proposal. Timing The Commission exemption from the definition of "dealer" for banks, savings associations, and savings banks was set to expire on Feb. 10, 2003. In connection with adopting the rules described above, the Commission is also issuing a separate order to extend this exemption until Sept. 30, 2003. This should give banks time to conform their securities transactions to the dealer provisions of the Gramm-Leach- Bliley Act and the implementing rules adopted by the Commission. Exemption from rescission liability under Exchange Act Section 29 The Commission is also amending Rule 15a-8 to give practical effect to the previously adopted exemption from rescission liability under Exchange Act Section 29. This rule provides relief from rescission liability for contracts entered into by banks in a dealer capacity for a transition period until March 31, 2005. This additional period will allow banks to perfect their internal controls for dealer transactions without the threat of private liability for inconsequential violations. The compliance date for these amendments will be Sept. 30, 2003. 2. Regulation AC - Analyst Certification The Securities and Exchange Commission voted to adopt Regulation Analyst Certification, which will require research analysts to certify the truthfulness of the views they express in research reports and public appearances, and to disclose whether they have received any compensation related to the specific recommendations or views expressed in those reports and appearances. Research Reports Under Regulation AC, research reports distributed by brokers, dealers, and certain covered persons will include * a statement by the research analyst certifying that the views expressed in the research report accurately reflect such research analyst's personal views about the subject securities or issuers; and * a statement by the research analyst certifying whether the analyst's compensation was, is, or will be directly or indirectly related to the specific recommendations or views contained in the research report. If the analyst received related compensation, the statement will include the source, amount, and purpose of such compensation, and further disclose that such compensation may influence the recommendation in the research report. Public Appearances Under Regulation AC, broker-dealers will be required to make a record related to public appearances by research analysts. Specifically, a broker or dealer who publishes, circulates, or provides a research report by a research analyst will be required to make a record within 30 days after each calendar quarter in which the research analyst made the public appearance, that will include * a written statement by the research analyst certifying that the views expressed in each public appearance accurately reflected such research analyst's personal views about the subject securities or issuers; and * a written statement by the research analyst certifying that no part of such research analyst's compensation was, is, or will be directly or indirectly related to any specific recommendations or views expressed in any public appearance. In cases where the broker or dealer does not obtain a statement by the research analyst in connection with public appearances as described above, the broker or dealer will be required to disclose in all research reports prepared by that analyst for the next 120 days that the research analyst did not provide the certifications. The regulation will be effective 45 days from the date of its publication in the Federal Register. The full text of detailed releases concerning each of these items will be posted to the SEC Web site as soon as possible. (Press Rel. 2003-21) RULES AND RELATED MATTERS ORDER EXEMPTING OPTIONS SPECIALISTS FROM A PROVISION OF SECTION 11(b) OF THE SECURITIES EXCHANGE ACT OF 1934 Pursuant to Section 36 of the Securities Exchange Act of 1934 (Exchange Act), the Commission has issued an order exempting options specialists from the provision of Section 11(b) of the Exchange Act that prohibits a specialist from effecting on the exchange as broker any transaction except upon a market or limit order, provided that certain conditions are satisfied. Publication of the order is expected in the Federal Register during the week of Feb. 10. (Rel. 34-47319) ENFORCEMENT PROCEEDINGS COMMISSION BARS MASCHLER, CITRON, OTHERS On Feb. 6, the Commission instituted settled administrative proceedings against Sheldon Maschler, Jeffrey A. Citron, Michael McCarty, Erik Maschler, Heartland Securities Corporation, Aaron Elbogen, and Moishe Zelcer, based on the entry of the final judgments against them by the U.S. District Court for the Southern District of New York in the action, SEC v. Sheldon Maschler, et al., Civil Action No. 03 CV 0264. The Commission issued orders that (1) permanently bar Sheldon Maschler, Citron, McCarty, and Erik Maschler from associating with any broker or dealer; (2) censure Heartland; and (3) bar Elbogen and Zelcer from associating with any broker or dealer, with the right to reapply after two years in non-supervisory and non-proprietary capacities. On Jan. 14, 2003, the Commission filed a civil action charging Sheldon Maschler, Citron, McCarty, and Erik Maschler with participating in a fraudulent scheme to execute unlawful proprietary trades on the Nasdaq Stock Market's Small Order Execution System from 1993 to June 2001. According to the complaint, defendants carried out the scheme from 1993 through March 1998 at the former Datek Securities Corporation. Sheldon Maschler, McCarty, and Erik Maschler continued the scheme from April 1998 to June 2001 at Heartland, which had purchased Datek Securities' day-trading business in March 1998. The Commission's complaint also charged Elbogen and Zelcer with aiding and abetting Datek Securities' violations of certain recordkeeping and reporting provisions of the federal securities laws. Without admitting or denying the Commission's allegations, defendants consented to the entry of final judgments enjoining them from committing fraud or various recordkeeping and reporting violations, and ordering them to pay more than $70 million in total penalties and disgorgement. Final judgments were entered against defendants on Jan. 23, 2003. (Rel. 34-47321, File No. 3-11029; Rel. 34-47322, File No. 3-11030; Rel. 34-47323, File No. 3-11031; Rel. 34-47324, File No. 3-11032; Rel. 34- 47325, File No. 3-11033; Rel. 34-47326, File No. 3-11034; and Rel. 34- 47327, File No. 3-11035) FINAL JUDGMENT ENTERED AGAINST ALBERT TERRANOVA FOR FINANCIAL FRAUD The Commission announced that on Feb. 6 it instituted a settled administrative proceeding pursuant to Section 15(b)(6) of the Securities Exchange Act of 1934 (Exchange Act) against Albert Terranova (Terranova), an undisclosed principal of First American Biltmore Securities, Inc. (FABS), a now-defunct broker dealer. Terranova agreed to an order that barred him from participating in any offering of a penny stock and from association with any broker or dealer. The Commission also announced that on Dec. 11, 2002, the Honorable Barbara S. Jones, United States District Judge for the Southern District of New York, signed a Final Judgment of Permanent Injunction and Other Equitable Relief by Consent against Terranova in connection with a civil injunctive action filed by the Commission on Feb. 9, 1996 against Scorpion Technologies, Inc., Terranova, and others. The Final Judgment enjoins him individually from future violations of Section 17(a) of the Securities Act of 1933, and as a control person from future violations of Sections 10(b) and 15(c)(1) of the Exchange Act, Rules 10b-3, 10b-5, 15c1-2, 15c1-6, and Rules 101 and 102 of Regulation M thereunder. Terranova was also ordered to pay $75,000 in disgorgement. The Commission's Amended Complaint, filed on May 9, 1996, alleged that Terranova and others participated in a fraudulent scheme involving a registered offering of two million shares of Scorpion common stock that they sold at inflated prices to the public. This case, which had been put on the suspense docket pending resolution of a related criminal proceeding in the District Court for the Northern District of California, was restored to the active docket in July 2001. [SEC v. Scorpion Technologies, Inc., et al., 96-CIV-1005 SDNY] (LR-14814) (Rel. 34-47329; File No. 3-11036) SETTLED INVESTMENT ADVISER BARS ENTERED AGAINST PAUL HOUSE AND BRANDON MOORE On Feb. 6, the Commission entered an Order Making Findings and Imposing Remedial Sanctions under Section 203(f) of the Investment Advisers Act of 1940 (Order), against Paul J. House (House) and Brandon R. Moore (Moore) of Decatur, Illinois. The Commission's Order, to which House and Moore consented without admitting or denying the Commission's findings, bars House and Moore from association with any investment adviser. The Commission found in the Order that House was a managing member and Moore was an officer of House Asset Management, L.L.C. (Adviser), which acted as the advisory entity to a hedge fund named House Edge, L.P. (Hedge Fund). On June 20, 2002, a permanent injunction was entered against House and Moore in the case captioned, SEC v. House Asset Management, L.L.C, et al., enjoining them from violating Sections 5(a), 5(c), 17(a)(1), 17(a)(2), and 17(a)(3) of the Securities Act of 1933, Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b- 5 thereunder, Sections 206(1) and 206(2) of the Investment Advisers Act of 1940, and Section 7(a) of the Investment Company Act of 1940. House and Moore consented to the permanent injunction without admitting or denying the allegations in the Commission's Complaint. The Commission's Complaint alleged that, from at least March 2000 until June 2002, House and Moore had defrauded investors in the Hedge Fund by making false and misleading statements about the Hedge Fund's returns, the use of investor proceeds and the background of House and Moore. (Rel. IA-2108; File No. 3-10921) COMMISSION SUES NORCROSS BIOTECH COMPANY AND ITS PRESIDENT FOR FRAUD AND SUSPENDS TRADING IN COMPANY'S STOCK The Commission filed a complaint in the U.S. District Court for the Northern District of Georgia on Feb. 6 against International BioChemical Industries, Inc. (IBCL), a purported biotech firm located in Norcross, Georgia, and its president, chief executive officer and chairman of the board, Timothy C. Moses. The complaint alleges that, beginning on Jan. 29, 2003, IBCL issued a series of false and misleading press releases that falsely indicated that the federal government contacted the company to discuss the effectiveness of the company's products in the war on bio- terrorism and created the false impression that federal government was interested in purchasing IBCL's products. To the contrary, the Federal Bureau of Investigation (FBI) contacted IBCL pursuant to its inquiry into the post-Sept. 11, 2001, anthrax mailings. The FBI never expressed any interest in purchasing IBCL's products. The complaint alleges that, as a result of the false press releases, IBCL's share price and trading volume increased dramatically. The SEC's complaint charges IBCL and Moses 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. The SEC seeks a temporary restraining order, expedited discovery, preliminary and permanent injunctions against both defendants, as well as an order compelling disgorgement of ill-gotten gains, along with prejudgment interest and civil penalties. In a parallel proceeding, the SEC also suspended trading of IBCL's stock, which is traded over the counter and quoted on the Over-the-Counter Bulletin Board, based on the same factual allegations. The National Association of Securities Dealers assisted the SEC in this matter. [SEC v. International BioChemical Industries, Inc. and Timothy Moses, Case No. 1:03-CV-0346, NDGA] (LR-17971) SEC SUES SCOTT AND LINDA WATSON FOR INSIDER TRADING On Feb. 6, the Commission filed a civil injunctive action in the U.S. District Court for the Northern District of Alabama alleging that Linda A. Watson and her former husband, Scott Watson (Watsons), who together formerly ran The Watson Group Inc., a Birmingham, Alabama executive recruitment firm, engaged in insider trading before the Aug. 21, 2000 public announcement that Clearnet Communications, Inc. (Clearnet) would be acquired by the Telus Corporation. The Commission's complaint alleges that, in August 2000, the Watsons went on a family vacation with relatives. According to the complaint, on Aug. 10, 2000, these relatives told the Watsons about an impending, non-public, friendly tender offer by Telus for the stock of Clearnet. The complaint alleges that the relatives disclosed the information to the Watsons in the context of confiding their anxiety about its effect on the job of one of the relatives as a Telus executive. The Complaint further alleges that on Aug. 11, 2000, the very next day, while still on vacation, Linda Watson purchased 3,300 shares of Clearnet. On Aug. 16, 2000, Linda Watson opened a margin account and bought an additional 3,300 shares of Clearnet. The trades of August 11 and 16 were made at A.G. Edwards and Sons, Inc. On Aug. 17, 2000, Linda Watson opened a new trading account at Merrill Lynch and purchased 20 Clearnet September 30 call options. This was the first time the Watsons had ever purchased options. On Aug. 18, 2000, Linda Watson bought another 3,400 shares of Clearnet stock at Merrill Lynch. The complaint alleges that Linda Watson acted on behalf of herself and her husband in making all the foregoing trades. While the accounts were held solely in Linda Watson's name, the Watsons considered all accounts to be joint and shared equally in any profits or losses of any trades made in the accounts. In total, between August 11 and Aug. 21, 2000, the Watsons bought 10,000 shares of Clearnet and 20 Clearnet September 30 call options. On Aug. 21, 2000, the day of the public announcement, the Watsons sold all their positions and realized illegal profits of $159,193.75. The Commission is seeking permanent injunctions against the Watsons from violations of Sections 10(b) and 14(e) of the Securities Exchange Act of 1934 and Rules 10b-5 and 14e-3(a) thereunder, as well as disgorgement of the Watsons' illegal profits, prejudgment interest, and civil penalties. [SEC v. Linda A. Watson and Scott Watson, Civil Action No. CV-03-BE-0270- S (KOB) N.D. Ala.] (LR-17972) COMMISSION CONCLUDES CASE AGAINST JEFFREY GRAYSON The Commission announced that on Dec. 5, 2002, a federal judge in Portland, Oregon, entered an amended judgment of permanent injunction against Jeffrey L. Grayson, a former principal of Capital Consultants, LLC, an investment adviser located in Portland. The remaining issue in the case was the assessment of a civil penalty against Grayson. The amended judgment does not assess a civil penalty against Grayson based upon sworn statements of financial condition that he submitted to the Commission staff. The Commission charged Capital Consultants, Jeffrey Grayson and his son, Barclay L. Grayson with fraud and obtained emergency relief against them in September 2000. The complaint alleged that the defendants were operating an undisclosed Ponzi-like scheme in which they used client funds to make interest payments to other clients who were invested in a $160 million loan that Capital Consultants made to Wilshire Credit Corp. On April 30, 2001, the Court entered permanent injunctions against Capital Consultants and the Graysons. Capital Consultants is currently in receivership. In a related criminal action, on April 23, 2002, Grayson pleaded guilty to one count of mail fraud and one count of assisting in the preparation of a false tax return in connection with his role as the former principal of Capital Consultants. [SEC v. Capital Consultants, LLC, et al., Civil Action No. CV 1290 KI (D. Ore.)] (LR-17973) INVESTMENT COMPANY ACT RELEASES ROBERTSON STEPHENS, INC., ET AL. The Commission has issued an order to Robertson Stephens, Inc., 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 injunction entered into on Jan. 10, 2003. (Rel. IC-25927 - Feb. 5) SELF-REGULATORY ORGANIZATIONS IMMEDIATE EFFECTIVENESS OF PROPOSED RULE CHANGES A proposed rule change filed by the National Association of Securities Dealers to extend the Pilot for the operation of the short sale rule in a decimals environment (SR-NASD-2003-11) 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 Feb. 10. (Rel. 34-47309) A proposed rule change filed by the National Association of Securities Dealers to extend the Pilot for Limit Order Protection of securities priced in decimals (SR-NASD-2003-12) 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 Feb. 10. (Rel. 34-47310) A proposed rule change (SR-Amex-2003-05) filed by the American Stock Exchange relating to conforming amendments to the Amex Company Guide 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 Feb. 10. (Rel. 34-47328) DELISTINGS GRANTED An order has been issued granting the application of United Financial Mortgage Corporation to strike from listing and registration on the Chicago Stock Exchange, its common stock, no par value, effective at the opening of business on Feb. 6. (Rel. 34-47314) An order has been issued granting the application of the American Stock Exchange to strike from listing and registration the common stock, $.0001 par value, of C-3D Digital, Inc., at the opening of business on Feb. 6. (Rel. 34-47316) An order has been issued granting the application of the PPL Electric Utilities to strike from listing and registration the 3.35%, 4.40%, 4.50% and 4.60% Series Preferred Stock, no par value, on the Philadelphia Stock Exchange, effective at the opening of business on Feb. 6. (Rel. 34-47317) WITHDRAWAL GRANTED An order has been issued granting the application of KIT Manufacturing Company to withdraw its Common Stock, no par value, from listing and registration on the American Stock Exchange, effective at the opening of business on Feb. 6. (Rel. 34-47315) 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: . SB-2 BANKS OF THE CHESAPEAKE INC, 2001 EAST JOPPA ROAD, TOWSON, MD, 21234, 4106657600 - 2,975,625 ($29,756,250.00) Equity, (File 333-102996 - Feb. 6) (BR. 07) S-3 TIVO INC, 2160 GOLD STREET, PO BOX 2160, ALVISO, CA, 95002, 4087476080 - 375,216 ($1,962,379.68) Equity, (File 333-103002 - Feb. 6) (BR. 37) S-3 BANK OF NEW YORK CO INC, ONE WALL ST 10TH FL, NEW YORK, NY, 10286, 212-495-1784 - 0 ($2,174,000,000.00) Other, (File 333-103003 - Feb. 6) (BR. 07) S-8 EBIZ ENTERPRISES INC, 15695 NORTH 83RD WAY, SCOTTSDALE, AZ, 85260, 4807781000 - 775,000 ($85,250.00) Equity, (File 333-103004 - Feb. 6) (BR. 09) S-8 CAPITAL ALLIANCE INCOME TRUST REAL ESTATE & INVESTMENT TRUS, 50 CALIFORNIA STREET, SUITE 2020, SAN FRANCISCO, CA, 94111, 4152889575 - 221,926 ($2,288,057.06) Other, (File 333-103005 - Feb. 6) (BR. 07) S-8 MIDLAND CAPITAL HOLDINGS CORP, 8929 SOUTH HARLEM AVENUE, BRIDGEVIEW, IL, 60455, 7085989400 - 15,525 ($292,818.75) Equity, (File 333-103006 - Feb. 6) (BR. 07) S-8 COOPER TIRE & RUBBER CO, LIMA & WESTERN AVENUES, FINDLAY, OH, 45840, 4194231321 - 5,000,000 ($72,850,000.00) Equity, (File 333-103007 - Feb. 6) (BR. 06) S-3 COLLAGENEX PHARMACEUTICALS INC, 41 UNIVERSITY DRIVE, NEWTON, PA, 18940, 2155797388 - 1,000,000 ($9,635,000.00) Equity, (File 333-103008 - Feb. 6) (BR. 01) S-8 UNIONBANCAL CORP, 400 CALIFORNIA STREET, SAN FRANCISCO, CA, 94104-1476, 4157652969 - 6,000,000 ($247,140,000.00) Equity, (File 333-103009 - Feb. 6) (BR. 07) S-8 QUEST SOFTWARE INC, 8001 IRVINE CENTER DRIVE, IRVINE, CA, 92618, 9497548000 - 5,000,000 ($48,813,947.00) Equity, (File 333-103010 - Feb. 6) (BR. 03) S-3 OREGON PACIFIC BANCORP, 500,000 ($3,475,000.00) Equity, (File 333-103011 - Feb. 6) (BR. 07) S-8 PPT VISION INC, 12988 VALLEY VIEW ROAD, EDEN PRAIRIE, MN, 55344, 6129425747 - 0 ($363,750.00) Equity, (File 333-103012 - Feb. 6) (BR. 36) S-3 CITIBANK SOUTH DAKOTA N A, 425 PARK AVE., 2ND FLOOR, NEW YORK, NY, 10043, 6053312626 - 1,000 ($1,000,000.00) Other, (File 333-103013 - Feb. 6) (BR. 05) S-8 METASOURCE GROUP INC, SUITE 2300, 1066 WEST HASTINGS STREET, VANCOUVER, BC CANADA, B0, V6E 3X2, (604) 608-1610 - 2,800,000 ($840,000.00) Equity, (File 333-103014 - Feb. 6) (BR. 09) S-8 RPM TECHNOLOGIES INC, 21061 WEST BRAXTON, SUITE 800, PLAINFIELD, IL, 60544, 815-293-1190 - 700,000 ($364,000.00) Equity, (File 333-103015 - Feb. 6) (BR. 02) S-8 INVISION TECHNOLOGIES INC, 7151 GATEWAY BLVD, NEWARK, CA, 94560, 5107392400 - 0 ($21,226,158.72) Equity, (File 333-103016 - Feb. 6) (BR. 36) S-8 NYMAGIC INC, 330 MADISON AVE, NEW YORK, NY, 10017, 2125510600 - 0 ($9,205,000.00) Equity, (File 333-103018 - Feb. 6) (BR. 01) S-3 ETRADE MORTGAGE BACKED SECURITIES CORP, 671 NORTH GLEBE ROAD, ARLINGTON, VA, 22203, 6503316186 - 0 ($1,000,000.00) Mortgage Backed Securities, (File 333-103020 - Feb. 6) (BR. ) S-4 BOYD GAMING CORP, 2950 S INDUSTRIAL RD, LAS VEGAS, NV, 89109, 7027927200 - 0 ($300,000,000.00) Non-Convertible Debt, (File 333-103023 - Feb. 6) (BR. 05) S-4 UNITED COMMUNITY BANKS INC, P O BOX 398, 59 HIGHWAY 515, BLAIRSVILLE, GA, 30512, 5818073041 - 1,177,282 ($26,588,414.00) Equity, (File 333-103024 - Feb. 6) (BR. 07) 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 ------------------------------------------------------------------------------------ AAMES FINANCIAL CORP/DE DE X X X 02/06/03 ABRAXAS PETROLEUM CORP NV X X X 02/06/03 ACCRUE SOFTWARE INC DE X X 02/04/03 ADEPT TECHNOLOGY INC DE X 02/05/03 AGWAY INC DE X X 02/06/03 AGWAY INC DE X X 02/06/03 AIRSPAN NETWORKS INC WA X X 02/05/03 ALAMOGORDO FINANCIAL CORP X X 02/03/03 ALLBRITTON COMMUNICATIONS CO DE X 02/06/03 AMERICAN EAGLE OUTFITTERS INC DE X X 02/05/03 AMERICAN EXPRESS CO NY X 02/05/03 AMERICAN EXPRESS CREDIT CORP DE X X 02/06/03 AMERICAN HOME MORTGAGE HOLDINGS INC DE X X 02/04/03 AMERICAN INTERNATIONAL INDUSTRIES INC NV X 02/06/03 AMERISERV FINANCIAL INC /PA/ PA X 02/06/03 AMG OIL LTD NV X 02/03/03 AMSURG CORP TN X X 02/05/03 ARIZONA PUBLIC SERVICE CO AZ X 01/30/03 ARKANSAS BEST CORP /DE/ DE X X 02/06/03 ARTEMIS INTERNATIONAL SOLUTIONS CORP DE X X 01/28/03 AMEND BICO INC/PA PA X 02/05/03 BICO INC/PA PA X 02/06/03 BIOMARIN PHARMACEUTICAL INC DE X 02/05/03 BOEING CO DE X 02/06/03 BROADWING INC OH X 02/06/03 CENDANT CORP DE X X 02/05/03 CENTRAL VERMONT PUBLIC SERVICE CORP VT X 02/06/03 CEPHALON INC DE X X 02/05/03 CHRISTOPHER & BANKS CORP DE X X 02/05/03 CITGO PETROLEUM CORP DE X X 02/06/03 COINSTAR INC DE X 02/06/03 COMARCO INC CA X X 02/05/03 CREDIT SUISSE FIRST BOSTON MORT SEC C DE X X 01/27/03 CREDIT SUISSE FIRST BOSTON MORTGAGE S DE X 02/06/03 CROWN RESOURCES CORP WA X 01/23/03 CSFB MORTGAGE ACCEPTANCE CORP MORT PA DE X X 01/21/03 CSX CORP VA X X 01/31/03 CTI MOLECULAR IMAGING INC DE X 02/05/03 CWABS INC DE X X 01/29/03 CWABS INC DE X X 11/27/02 CWABS INC DE X X 10/31/02 CWABS INC DE X X 11/27/02 DEMEGEN INC CO X X 02/06/03 AMEND DIASYS CORP DE X 01/22/03 DOLLAR GENERAL CORP TN X X 02/06/03 DONAR ENTERPRISES INC DE X 02/06/03 DORCHESTER MINERALS LP DE X 02/06/03 DUN & BRADSTREET CORP/NW DE X X X 02/05/03 EAGLE BUILDING TECHNOLOGIES INC NV X X 02/06/03 EL PASO CORP/DE DE X X 02/05/03 ELECTRONIC DATA SYSTEMS CORP /DE/ DE X X 02/06/03 ENCOMPASS SERVICES CORP TX X X 01/31/03 ENTERPRISE TECHNOLOGIES INC DE X X 02/05/03 AMEND EQUIFIN INC DE X X 02/04/03 EQUITY ONE ABS INC DE X X 02/04/03 ESCO TECHNOLOGIES INC MO X X 02/06/03 ESSEX PROPERTY TRUST INC MD X 02/05/03 EXPEDIA INC WA X X 02/05/03 FANSTEEL INC DE X X 12/31/02 FINANCIAL FEDERAL CORP NV X 02/05/03 FIRST CENTURY BANKSHARES INC WV X X 02/06/03 FLEXSTEEL INDUSTRIES INC MN X 03/05/03 FORD CREDIT AUTO RECEIVABLES TWO LLC DE X X 01/22/03 FRANKLIN BANCORP INC MI X X 02/03/03 FREEPORT MCMORAN COPPER & GOLD INC DE X 02/06/03 FREEPORT MCMORAN COPPER & GOLD INC DE X 02/06/03 FTI CONSULTING INC MD X X 02/05/03 FX ENERGY INC NV X 02/06/03 GANNETT CO INC /DE/ DE X 02/06/03 GAP INC DE X X 02/06/03 GLOBALSANTAFE CORP X X 02/06/03 GLOBALSANTAFE CORP X X 01/29/03 HANOVER COMPRESSOR CO / DE X X 02/06/03 HEALTH CARE REIT INC /DE/ DE X 02/05/03 HEI INC MN X 02/05/03 HOUSEHOLD MORTGAGE LOAN TRUST 2002 HC X 01/21/03 HTE INC FL X X 02/04/03 IBASIS INC 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METLIFE INC DE X X 02/06/03 MICRON ENVIRO SYSTEMS INC NV X 02/03/03 MICRON ENVIRO SYSTEMS INC NV X 02/05/03 MID-STATE BANCSHARES CA X 01/31/03 MONMOUTH COMMUNITY BANCORP NJ X 02/04/03 MONY GROUP INC DE X X X 02/06/03 MUNICIPAL MORTGAGE & EQUITY LLC DE X X 02/05/03 NELSON THOMAS INC TN X X 02/06/03 AMEND NETSOLVE INC DE X X 02/03/03 NETWORK ENGINES INC DE X 01/30/03 NEW FOCUS INC CA X X 02/05/03 NEXMED INC NV X X 02/06/03 NEXTERA ENTERPRISES INC DE X X 02/06/03 NORDSTROM INC WA X 02/06/03 OCEANIC EXPLORATION CO DE X 02/04/03 ORASURE TECHNOLOGIES INC DE X X 02/05/03 ORBIT FR INC DE X X 02/04/03 PACER INTERNATIONAL INC/TN TN X 02/05/03 PACIFIC BIOMETRICS INC DE X X 01/28/03 PARK PLACE ENTERTAINMENT CORP DE X X 02/06/03 PARKER HANNIFIN CORP OH X X 02/05/03 PDV AMERICA INC DE X X 02/06/03 PEDIATRIX MEDICAL GROUP INC FL X X 02/06/03 PENN TREATY AMERICAN CORP PA X 01/28/03 PENNICHUCK CORP NH X X 02/04/03 AMEND PEPSICO INC NC X X 02/06/03 PHOENIX COMPANIES INC/DE DE X X 12/31/02 PHOTOGEN TECHNOLOGIES INC NV X 01/24/03 PLANVISTA CORP DE X X 01/29/03 POPULAR INC PR X X 01/16/03 POTASH CORP OF SASKATCHEWAN INC X 02/06/03 PRAECIS PHARMACEUTICALS INC DE X X 02/06/03 PRIME GROUP REALTY TRUST MD X 02/05/03 PROBEX CORP CO X X 02/03/03 PROVIDENT BANKSHARES CORP MD X X 01/30/03 QLT INC/BC A1 X X 02/05/03 QUIGLEY CORP NV X X X 01/22/03 RAKO CAPITAL CORP NV X X X X 02/06/03 REGENERON PHARMACEUTICALS INC NY X X 02/06/03 REHABCARE GROUP INC DE X 12/31/02 RHOMBIC CORP NV X X X 11/19/02 AMEND RITE AID CORP DE X X 02/06/03 RIVERVIEW BANCORP INC WA X X 02/05/03 ROPER INDUSTRIES INC /DE/ DE X X 02/05/03 ROYAL GOLD INC /DE/ DE X 12/07/02 AMEND SAKS INC TN X X 02/06/03 SDC INTERNATIONAL INC \DE\ DE X X 01/21/03 AMEND SEARS ROEBUCK & CO NY X X 02/06/03 SELECTICA INC DE X X 02/04/03 SEMCO ENERGY INC MI X 02/06/03 SEMTECH CORP DE X X 02/05/03 SLM FUNDING LLC DE X X 01/31/03 SLM FUNDING LLC DE X X 01/25/03 SOCHRYS COM INC NV X 02/06/03 SPRINT CORP KS X X 02/05/03 ST JOE CO FL X X 02/06/03 ST JOE CO FL X X 02/06/03 STAGE STORES INC NV X X 02/06/03 STAR GAS PARTNERS LP DE X X 02/04/03 SUNLINK HEALTH SYSTEMS INC OH X X 02/05/03 SUNTERRA CORP MD X X 02/03/03 SUPERIOR FINANCIAL CORP /AR/ DE X 01/24/03 SUPREME HOSPITALITY NV X X 03/31/03 SZM DISTRIBUTORS INC NV X X X 02/04/03 TAIWAN FUND INC DE X 12/01/02 TALK AMERICA DE X X 02/04/03 TARGET CORP MN X 02/06/03 TAYLOR ANN STORES CORP DE X X 02/06/03 TELMARK LLC DE X X 02/06/03 TENNECO AUTOMOTIVE INC DE X X 02/04/03 TEPPCO PARTNERS LP DE X X 02/05/03 TEXAS BIOTECHNOLOGY CORP /DE/ DE X 02/06/03 THAON COMMUNICATIONS INC NV X X 02/05/03 TRAFFIC TECHNOLOGY INC X X 02/03/03 TREZAC CORP TX X 01/22/03 TRIAD HOSPITALS INC DE X X 02/06/03 TRIDENT SYSTEMS INTERNATIONAL INC NV X X 02/05/03 UNUMPROVIDENT CORP DE X X 02/05/03 USAA ACCEPTANCE LLC AUTO OWNER TRUST X 10/15/02 USAA ACCEPTANCE LLC AUTO OWNER TRUST X 11/15/02 USI HOLDINGS CORP DE X X 01/31/03 V I TECHNOLOGIES INC DE X X 02/06/03 VALERO ENERGY CORP/TX DE X X 02/06/03 VERITEC INC NV X 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