SEC NEWS DIGEST Issue 2003-52 March 19, 2003 COMMISSION ANNOUNCEMENTS SEC CHARGES HEALTHSOUTH CORP., CEO RICHARD SCRUSHY WITH $1.4 BILLION ACCOUNTING FRAUD Trading in HealthSouth Securities is Suspended Commission Action Seeks Injunction Money Penalties, Officer and Director Bar The Commission today charged HealthSouth Corp., the nation's largest provider of outpatient surgery, diagnostic and rehabilitative healthcare services, and its Chief Executive Officer and Chairman Richard M. Scrushy with a massive accounting fraud. The Commission's complaint, filed in federal district court in Birmingham, Ala., alleges that since 1999, at the insistence of Scrushy, HealthSouth systematically overstated its earnings by at least $1.4 billion in order to meet or exceed Wall Street earnings expectations. The false increases in earnings were matched by false increases in HealthSouth's assets. By the third quarter of 2002, HealthSouth's assets were overstated by at least $800 million, or approximately 10 percent. Pursuant to a separate Commission order issued this morning, trading in the securities of HealthSouth was suspended for two business days due to the materially misleading information in the marketplace. The complaint further alleges that, following the Commission's order last year requiring executive officers of major public companies to certify the accuracy and completeness of their companies' financial statements, Scrushy certified HealthSouth's financial statements when he knew or was reckless in not knowing they were materially false and misleading. "HealthSouth's fraud represents an appalling betrayal of investors," said Stephen M. Cutler, the SEC's Director of Enforcement. "HealthSouth's standard operating procedure was to manipulate the company's earnings to create the false impression that the company was meeting Wall Street's expectations." Richard P. Wessel, District Administrator of the SEC's Atlanta District Office, added: "The Commission's action against HealthSouth is another example of the excellent coordination and cooperation that has become the hallmark of efforts by the Commission and the Department of Justice to combat financial fraud. By bringing to bear the expertise of both agencies, we achieve maximum deterrence and greater relief for investors." The Commission alleges that HealthSouth and Scrushy's actions violated and/or aided and abetted violations of the antifraud, reporting, books- and-records, and internal controls provisions of the federal securities laws. For these violations, the Commission is seeking a permanent injunction against HealthSouth and Scrushy, civil money penalties and disgorgement of all ill-gotten gains or losses avoided by both defendants, and an order prohibiting Scrushy from ever serving as an officer or director of a public company. The Commission thanks the U.S. Attorney's Office for the Northern District of Alabama, the U.S. Department of Justice, and the Federal Bureau of Investigation for their cooperation in this matter. The Commission's investigation is continuing. (Press Rel. 2003-34) COMMISSION SUSPENDS TRADING IN SECURITIES OF HEALTHSOUTH CORPORATION The Commission announced the temporary suspension, pursuant to Section 12(k) of the Securities Exchange Act of 1934, of trading of the securities of HealthSouth Corporation (HealthSouth) of Birmingham, Alabama at 9:30 a.m. E.S.T. on March 19, 2003, and terminating at 11:59 p.m. E.S.T. on March 20, 2003. The Commission temporarily suspended trading in the securities of HealthSouth because of questions that have been raised about the accuracy and adequacy of publicly disseminated information by HealthSouth and others concerning, among other things, (1) the company's earnings and assets, and (2) the company's current financial condition. The Commission cautions broker-dealers, shareholders, and prospective purchasers that they should carefully consider the foregoing information along with all other currently available information and any information subsequently issued by the company. Further, brokers and dealers should be alert to the fact that, pursuant to Rule 15c2-11 under the Exchange Act, at the termination of the trading suspension, no quotation may be entered unless and until they have strictly complied with all of the provisions of the rule. If any broker or dealer has any questions as to whether or not he has complied with the rule, he should not enter any quotation but immediately contact the staff of the Securities and Exchange Commission in Washington, D.C. If any broker or dealer is uncertain as to what is required by Rule 15c2- 11, he should refrain from entering quotations relating to HealthSouth securities until such time as he has familiarized himself with the rule and is certain that all of its provisions have been met. If any broker or dealer enters any quotation for HealthSouth securities which is in violation of the rule, the Commission will consider the need for prompt enforcement action. If any broker-dealer or other person has any information which may relate to this matter, the Atlanta office of the Securities and Exchange Commission should be telephoned at (404) 842-7600. (Rel. 34-47529) LAWRENCE WEST NAMED ASSOCIATE DIRECTOR OF THE DIVISION OF ENFORCEMENT On March 18, the Commission announced the appointment of Lawrence A. West as associate director of the Division of Enforcement. West succeeds William R. Baker III, who left the Commission staff for private practice in November 2002. "Larry has a proven track record of excellence on some of the Division's most complex and important cases, and brings a sharp intellect and tremendous leadership skills to every matter he tackles," said Stephen M. Cutler, Director of Enforcement. "His knowledge of the securities laws, tough negotiating skills, and commitment to the Commission's mission will continue to serve investors well." As associate director, West will serve as a senior official in the Division of Enforcement and will assist in planning and directing the Commission's enforcement efforts. West, 51, joined the Commission's staff in 1994 as a staff attorney in the Division of Enforcement. He became a branch chief in 1997, and an assistant director in 1999. During his tenure at the Commission, he has overseen numerous cases in a wide variety of areas, including actions involving financial fraud at WorldCom, Critical Path, Peregrine Systems and other public companies. He supervised the Commission's investigations into Ponzi schemes run by investment advisers David Mobley and Jay Goldinger, and was the lead investigator on the Commission's municipal securities yield-burning cases, which resulted in 21 securities firms paying a total of $195 million to resolve charges of illegal mark-ups on government securities. West received the Commission's Stanley Sporkin Award in 2002, which recognizes those who have made "exceptionally tenacious and insightful contributions" to the enforcement of the securities laws. He is a graduate of Harvard College and Yale Law School. (Press Rel. 2003-33) SEC COMMISSIONERS TO ATTEND PCAOB ROUNDTABLE ON PROPOSAL FOR REGISTERING FOREIGN ACCOUNTING FIRMS Commissioners of the Securities and Exchange Commission plan to attend a March 31 roundtable meeting organized by the new Public Company Oversight Accounting Board to examine issues relating to registration and oversight of foreign public accounting firms. The PCAOB is soliciting comment on its recently proposed registration system and the appropriate scope of its oversight of accounting firms located outside the United States. The Board has invited panelists representing foreign regulators, foreign accounting firms and industry organizations, and shareholder groups to attend. "I'm pleased that the PCAOB is making progress on fulfilling its responsibilities under the Sarbanes-Oxley Act and that it is making a particular effort to seek out comment on the important issues of foreign accounting firm registration and oversight," said SEC Chairman William H. Donaldson. "The other Commissioners and I look forward to hearing more on these issues from the participants in the roundtable." The March 31 roundtable meeting will take place from 2:00 p.m. to 5:00 p.m. in the William O. Douglas Room at SEC headquarters, 450 Fifth Street, N.W., Washington, D.C. The meeting will be open to the public and available by webcast at www.sec.gov. Earlier this month, in an important step toward establishment of a new oversight regime for the auditing profession, the PCAOB released for public comment its proposed rules to create a registration system for public accounting firms. In its proposal, the PCAOB noted that registration raises special issues for foreign public accounting firms. The PCAOB's final rules must be approved by the SEC. The text of the PCAOB proposal is available on the Board's Web site, www.pcaobus.org. Public comments on the rule proposal are due to the PCAOB by March 31. Written comments should be sent to the Office of the Chairman, PCAOB, 1666 K Street, N.W., Washington, D.C. 20006-2803. Comments can also be submitted by e-mail to comments@pcaobus.org or through the Board's Web site. (Press Rel. 2003-36) ENFORCEMENT PROCEEDINGS IN THE MATTER OF CHRIS WOESSNER An Administrative Law Judge has issued an Initial Decision in the matter of Chris Woessner. The Initial Decision finds that Respondent willfully aided and abetted violations of Sections 206(1) and 206(2) of the Investment Advisers Act. The Initial Decision orders Respondent to cease and desist from committing violations of the Advisers Act, to pay $60,000 in civil monetary penalties, and to pay $60,000 in disgorgement. (Initial Decision No. 225; File No. 3-10607) PUBLIC ADMINISTRATIVE PROCEEDINGS INSTITUTED AGAINST JOHN ABRESCH, THE VICE PRESIDENT OF SALES OF DISCOVERY CAPITAL GROUP, INC. On March 18, the Commission instituted public administrative proceedings against John Abresch (Abresch), of Coral Springs, Florida, pursuant to Section 15(b) of the Securities Exchange Act of 1934 (Exchange Act). On March 14, 2002, the Commission filed an emergency action against Abresch and others seeking to enjoin the ongoing fraudulent offering of securities issued by Discovery Capital Group, Inc. (Discovery Capital), a registered broker-dealer. On Oct. 24, 2002, by Respondent Abresch's consent, and without admitting or denying the allegations of the Commission's complaint, the U.S. District Court for the Southern District of Florida entered a Judgment of Permanent Injunction and Other Relief, enjoining Respondent Abresch from any future violations of Section 17(a) of the Securities Act of 1933, Section 10(b) of the Exchange Act and Rule 10b-5 thereunder. The complaint alleges that Respondent Abresch, while associated with Discovery Capital, made material misrepresentations and omissions in connection with the sale of securities issued by Discovery Capital in violation of the antifraud provisions of the federal securities laws. A hearing will be held before an administrative law judge to determine whether the allegations contained in the Order are true, to provide Abresch an opportunity to dispute these allegations, and to determine what, if any, remedial sanctions should be imposed against Abrescsh (SEC v. Discovery Capital Group, Inc., Erik Walsh and John Abresch, Case No. 02-60363-CIV-HUCK, S.D. Fla., filed March 14, 2002). (Rel. 34-47518; File No. 3-11067) ADMINISTRATIVE PROCEEDINGS INSTITUTED AND SIMULTANEOUSLY SETTLED AGAINST DISCOVERY CAPITAL GROUP, INC. AND ERIK WALSH On March 18, the Commission entered an Order Instituting Public Administrative Proceedings Pursuant to Section 15(b) of the Securities Exchange Act of 1934, Making Findings and Imposing Remedial Sanctions against Discovery Capital Group, Inc. (Discovery Capital), a broker- dealer registered with the Commission since 1992 and against registered representative Erik Walsh (Walsh), Discovery Capital's president and Chief Executive Officer. The Commission simultaneously accepted Discovery Capital's and Walsh's Offers of Settlement, pursuant to which Discovery Capital agreed to a revocation of its registration with the Commission and pursuant to which Walsh agreed to a bar from association with any broker or dealer. On March 14, 2002, the SEC filed an emergency action against Discovery Capital, Walsh and others seeking to enjoin the ongoing fraudulent offering of securities issued by Discovery Capital in the form of promissory notes and preferred stock. The complaint alleged that from at least June 2001 through the filing of the action, Discovery Capital raised at least $2.7 million through the use of a network of primarily unlicensed sales agents using high pressure sales tactics and making misrepresentations about, among other things, Discovery Capital's growth, its affiliations with well-known brokerage firms and other institutions, and the safety of the investments. On Oct. 4, 2002, by Respondent Walsh's consent, and without admitting or denying the allegations of the Commission's complaint, the U.S. District Court for the Southern District of Florida entered a Judgment of Permanent Injunction and Other Relief, enjoining Respondent Walsh from any future violations of Section 17(a) of the Securities Act of 1933 (Securities Act), Section 10(b) of the Exchange Act of 1934 (Exchange Act) and Rule 10b-5 thereunder. On Oct. 24, 2002, by the consent of the Court-appointed Receiver, and without admitting or denying the allegations of the Commission's complaint, the U.S. District Court for the Southern District of Florida entered a Final Judgment of Permanent Injunction and Other Relief, enjoining Respondent Discovery Capital from any future violations of Section 17(a) of the Securities Act, Sections 10(b), 15(c)(1), 15(c)(3), and 17(a) of the Exchange Act, and Rules 10b-5, 15c1-2, 15c3-1, 17a-3, 17a-4, 17a-5, and 17a-11 thereunder (SEC v. Discovery Capital Group, Inc., Erik Walsh and John Abresch, Case No. 02-60363-CIV-HUCK, S.D. Fla., filed March 14, 2002). (Rel. 34-47519; File No. 3-11068) IN THE MATTER OF SHARAD KAPOOR On March 18, an Administrative Law Judge issued an Order Making Findings and Imposing Remedial Sanctions by Default in the matter of Sharad Kapoor. The Order Instituting Proceedings alleged that Kapoor has been permanently enjoined from violating Sections 10(b) and 14(e) of the Securities Exchange Act of 1934 and Rules 10b-5 and 14e-3 thereunder by the U.S. District Court for the Southern District of New York. The default order finds the allegations in the OIP to be true and bars Kapoor from association with any broker, dealer, municipal securities dealer, and investment adviser. (Rels. 34-47520; IA-2115; File No. 3- 10945) SEC FILES SETTLED ACTIONS AGAINST TWO INDIVIDUALS FOR "SPOOFING" The Commission announced today the filing of settled civil actions against Leonard T. Sheehan and Jason T. Frazee in the U.S. District Court for the District of Columbia. Sheehan and Frazee each consented, without admitting or denying the Commission's allegations, to pay civil penalties of $10,000. The Commission also announced the issuance of settled cease-and-desist orders against Sheehan and Frazee. The Orders find that Sheehan and Frazee engaged in a fraudulent trading practice known as "spoofing." The scheme is used by traders to exploit the Commission's Limit Order Display Rule and market makers' willingness to execute customer orders at the National Best Bid and Offer (NBBO) price. Spoofing involves placing small limit orders for thinly traded NASDAQ securities at prices that are between the current NBBO prices. The conduct artificially narrows the quoted spreads on securities, allowing traders to take advantage of the improved prices by executing much larger orders on the opposite side of the market. An example of spoofing from the Commission's Order against Sheehan is as follows: he placed a limit order to sell 100 shares of Barrett Business Services, Inc. (BBSI) at $3.375 per share, when the best offer side of the NBBO was $3.937 per share. He directed that the trade be routed to an electronic communications network and, due to the Limit Order Display Rule, his order became the new best offer price. He then placed two orders to buy 1,000 shares of BBSI at $3.375 per share through another market making firm. Sheehan obtained immediate execution at that price because the other market maker honored the best offer price created by Sheehan's sell order. By doing this, Sheehan decreased his aggregate cost of buying BBSI by $1,125, or $.562 per share, because he was able to purchase 2,000 shares of BBSI at $3.375 per share (the offer price after he moved the market) rather than at $3.937 per share (the offer price before he moved the market). After his buy orders were executed, Sheehan canceled his sell order. The Commission's Orders find that, on twenty-five and sixteen occasions, respectively, Sheehan and Frazee placed orders that improved the NBBO, immediately had orders executed on the opposite side of the market at the improved price, and then canceled (or attempted to cancel) the initial order. As a result, Sheehan and Frazee obtained otherwise unobtainable execution prices in violation of the antifraud provisions of the federal securities laws. Without admitting or denying the Commission's findings, Sheehan and Frazee were ordered to cease and desist from violating Section 17(a) of the Securities Act of 1933, Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5 thereunder, and to pay disgorgement plus prejudgment interest of $11,558 and $21,011, respectively. The Commission acknowledges the assistance provided by the National Association of Securities Dealers in connection with these matters. [SEC v. Leonard T. Sheehan, Case No. 1:03CV00694, D.D.C.], [SEC v. Jason T. Frazee, Case No. 1:03CV00695, D.D.C.] (LR-18040); (Administrative Proceeding In the Matter of Leonard T. Sheehan - Rels. 33-8208, 34- 47521; File No. 3-11069); (Administrative Proceeding In the Matter of Jason T. Frazee - Rels. 33-8209, 34-47522; File No. 3-11070) SEC ORDERS AUSTIN, TEXAS BASED BGI INC. TO CEASE AND DESIST FROM VIOLATING THE FEDERAL SECURITIES LAWS AND SUES ITS FORMER OFFICERS FOR PUMP-AND-DUMP SCHEME AND INSIDER TRADING On March 18, the Commission filed an insider trading and pump-and-dump case in federal court in Austin, Texas against Wilmer Reid Funderburk, the former CEO, and Edward W. Reckdenwald, the former president, of BGI Inc. (BGI), an Austin company that operates charity donation slot machines. The Commission also named Todd Burk Priddy, BGI's operations manager, in its insider trading action. Also on the same date, the Commission issued a settled cease-and-desist order (Order) against BGI for violations of the federal securities laws arising out of the pump- and-dump scheme and BGI's filing of a materially misleading quarterly report. In settling, BGI neither admits nor denies the Commission findings in the Order. The Commission finds in its Order and alleges in its complaint that between October 2001 and January 2002, BGI, through Funderburk and Reckdenwald, issued misleading press releases and authorized a misleading Internet-based investor newsletter, and that Funderburk was responsible for BGI's filing with the Commission on Nov. 15, 2001, of a misleading quarterly report. According to the Commission, the BGI press releases, newsletter and quarterly report were materially misleading because, while trumpeting BGI's ongoing revenue growth and business expansion, they contained no reference to recent seizures by Texas authorities - for BGI's possible violations of Texas gaming laws - of a substantial number of BGI's sweepstakes machines and proceeds derived from the machines. The Commission further alleges in its complaint that Funderburk, Reckdenwald and Priddy engaged in insider trading by selling BGI stock before BGI publicly disclosed the seizures, avoiding losses totaling approximately $562,000. In its lawsuit, the Commission is seeking permanent injunctions, disgorgement of illegal trading profits with pre-judgment interest, and civil money penalties against Funderburk, Reckdenwald and Priddy for their fraudulent conduct in violation of Section 17(a) of the Securities Act of 1933 (Securities Act) and Section 10(b) of the Securities Exchange Act of 1934 (Exchange Act) and Rule 10b-5 thereunder, and for Funderburk's aiding and abetting BGI's violations of Section 13(a) of the Exchange Act and Rules 13a-13 and 12b-20 thereunder, in connection BGI's misleading quarterly report. The Commission is also seeking officer and director bars against Funderburk and Reckdenwald, to prohibit them in the future from serving as officers or directors of any publicly traded company. The settled Order requires that BGI cease and desist from committing or causing any violations or future violations of Sections 10(b) and 13(a) of the Exchange Act and Rules 10b-5, 12b-20 and 13a-13 thereunder. [SEC v. Wilmer Reid Funderburk, Edward W. Reckdenwald and Todd Burk Priddy, Civil Action No. A:03-CA-162, USDC WDTX, Austin Division] (LR-18041); Administrative Proceeding - (Rel. 34- 47524; File No. 3-11071) HOUSEHOLD INTERNATIONAL AGREES TO CEASE-AND-DESIST ORDER FOR FALSE AND MISLEADING STATEMENTS ABOUT RESTRUCTURING POLICIES CONCERNING DELINQUENT LOANS On March 18, the Commission entered an Order Instituting Public Cease- and-Desist Proceedings, Making Findings, and Imposing Cease-and-Desist Order Pursuant to Section 21C of the Securities Exchange Act of 1934 finding that Household International Inc. violated the antifraud and reporting provisions of the Securities Exchange Act of 1934. Household consented to the entry of the Order without admitting or denying the findings of the Commission. The Commission found that, in the Management's Discussion and Analysis of Financial Condition and Results of Operations portion of annual and quarterly reports filed with the Commission since March 13, 2002, Household made materially false and misleading statements concerning its restructuring and account management policies.. In particular, the Commission found, in its filings, that Household misrepresented its policies that permit the restructuring of delinquent loans (and the resetting of such loans to "current"). Household misrepresented its policies by falsely stating that it only restructured delinquent loans after receiving a certain number of consecutive payments and after obtaining evidence that the cause of the delinquency had been cured. In fact, Household restructured many loans after receiving fewer than two payments, and restructured many loans automatically without communications with the borrower at the time. In addition, the Commission found that Household's disclosures in Commission filings relating to its restructuring and account management policies are also misleading because Household omitted to disclose its policy of excluding forbearances from so-called 2+ delinquencies in certain businesses. As a result of these misrepresentations, the Commission found that Household committed violations of Sections 10(b) and 13(a) of the Exchange Act and Rules 10b-5, 12b-20, 13a-1 and 13a-13 thereunder. "Restructuring policies directly impact a financial institution's reported delinquency rates, which analysts and investors use as a key measure to evaluate the financial condition of a company like Household," said Mary Keefe, Director of the SEC's Midwest Regional Office. "By making false statements about its restructuring policies, Household made it more difficult for analysts and investors to evaluate Household's financial performance." The Commission's investigation is continuing. (Rel. 34-47528; File No. 3-11072; Press Rel. 2003-35) INVESTMENT COMPANY ACT RELEASES MERRILL LYNCH INVESTMENT MANAGERS, L.P., ET AL. The Commission has issued a temporary order and a notice of an application for a permanent order filed by Merrill Lynch Investment Managers, L.P. et al. under Section 9(c) of the Investment Company Act with respect to an injunction issued by the U.S. District Court for the Southern District of Texas on [March 17. The temporary order exempts applicants and entities of which Merrill Lynch & Co., Inc. is or becomes an affiliated person from the provisions of Section 9(a) of the Act, until the Commission takes final action on the application for a permanent order. A notice has been issued giving interested persons until April 11, 2003, to request a hearing on the application filed by applicants for a permanent order under Section 9(c) of the Act. (Rel. IC-25964 - March 17) SELF-REGULATORY ORGANIZATIONS DELISTING GRANTED An order has been issued granting the application of the Pacific Exchange to strike from listing and registration certain call and put options contracts issued by The Options Clearing Corporation, respecting certain underlying securities of the companies listed below, effective at the opening of business on March 19, 2003: Campbell Soup Company Hanover Compressor Company Chiquita Brands International First Virginia Banks, Inc. Perot Systems Corporation - Class A Standard Microsystems Corporation Donaldson Co., Inc. Lancaster Colony Corporation Fifth Third Bancorp (Rel. 34-47525) WITHDRAWALS GRANTED An order has been issued granting the application of Cabot Industrial Properties, L.P., to withdraw its 7.125% Redeemable Notes (due 2004), from listing and registration on the New York Stock Exchange, effective at the opening of business on March 19. (Rel. 34-47526) An order has been issued granting the application of Chiquita Brands International, Inc. to withdraw its old Common Stock, $.01 par value, from listing and registration on the Boston Stock Exchange, effective at the opening of business on March 19. (Rel. 34-47527) 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 ENTRUST INC, 4975 PRESTON PARK BLVD, ONE PRESTON PARK SOUTH, PLANO, TX, 75093, 9729437300 - 0 ($2,690,000.00) Equity, (File 333-103882 - Mar. 18) (BR. 03) S-3 NEOSE TECHNOLOGIES INC, 102 WITMER RD, HORSHAM, PA, 19044, 2154415890 - 0 ($19,264,648.00) Equity, (File 333-103883 - Mar. 18) (BR. 01) F-6 ALCATEL, 54 RUE LA BOETIE, 2288 BH, PARIS FRANCE, I0, 75008, 3314076101 - 300,000,000 ($15,000,000.00) ADRs/ADSs, (File 333-103885 - Mar. 18) (BR. 37) F-3 ORIGIN ENERGY LTD, 0 ($793,860.42) Equity, (File 333-103886 - Mar. 18) (BR. 06) S-8 HSBC HOLDINGS PLC, 8 CANADA SQUARE, LONDON, UNITED KINGDOM, X0, E145HQ, 442079921504 - 0 ($62,551,147.00) Equity, (File 333-103887 - Mar. 18) (BR. 07) S-8 WPP GROUP PLC, 27 FARM ST, WIJ 5RJ, LONDON ENGLAND, 011442074082204 - 24,308,849 ($145,211,037.10) Equity, (File 333-103888 - Mar. 18) (BR. 02) S-8 MINEFINDERS CORP LTD, 1 DUNDAS ST WEST STE 2402 BOX 13, TORONTO ONTARIO M5S, A6, 00000, 2,990,848 ($7,892,754.00) Equity, (File 333-103893 - Mar. 18) (BR. 04) S-8 AMERICAN PHARMACEUTICAL PARTNERS INC /DE/, 11777 SAN VICENTE BOULEVARD, SUITE 550, LOS ANGELES, CA, 90049, 0 ($1,897,000.00) Equity, (File 333-103894 - Mar. 18) (BR. 01) SB-2 VITALSTATE INC, 8 HARMONY LANE, 914-686-8255, HARTSDALE, NY, 10530, 12,600,000 ($10,080,000.00) Equity, (File 333-103895 - Mar. 18) (BR. 02) S-3 VINEYARD NATIONAL BANCORP, 9590 FOOTHILL BLVD, RANCHO CUCAMONGA, CA, 91730, 9099870177 - 105,000 ($1,677,375.00) Equity, (File 333-103896 - Mar. 18) (BR. 07) S-11 GRANITE MORTGAGES 03-2 PLC, 100 WOOD STREET, 5TH FLOOR, LONDON UK, X0, EC2V 7EX, 011442076965233 - 0 ($2,794,000,000.00) Mortgage Backed Securities, (File 333-103897 - Mar. 18) (BR. ) S-8 ELDORADO GOLD CORP /FI, 920 - 1055, WEST HASTINGS STREET, VANCOUVER, A1, V6E 2E9, 4,577,858 ($3,179,384.00) Equity, (File 333-103898 - Mar. 18) (BR. ) S-8 GEN PROBE INC, 10210 GENETIC CENTER DR., SAN DIEGO, CA, 92121, 8584108000 - 200,000 ($4,570,670.32) Equity, (File 333-103899 - Mar. 18) (BR. 01) SB-2 INSYNQ INC, 1127 BROADWAY PLAZA, SUITE #10, TACOMA, WA, 98402, 2532842000 - 145,779,317 ($11,860,552.19) Equity, (File 333-103900 - Mar. 18) (BR. 05) N-2 EATON VANCE LIMITED DURATION INCOME FUND, 66,667 ($1,000,000.00) Equity, (File 333-103901 - Mar. 18) (BR. 16) S-3 FNB CORP/FL/, F.N.B. CENTER, 2150 GOODLETTE ROAD NORTH, NAPLES, FL, 34102, 941-262-7600 - 0 ($175,000,000.00) Non-Convertible Debt, (File 333-103902 - Mar. 18) (BR. 07) S-3 FIRSTWAVE TECHNOLOGIES INC, 2859 PACES FERRY RD, STE 1000, ATLANTA, GA, 30339, 7704311200 - 0 ($2,430,000.00) Equity, (File 333-103903 - Mar. 18) (BR. 03) S-8 FREDS INC, 4300 NEW GETWELL RD, MEMPHIS, TN, 38118, 9013658880 - 2,000,000 ($50,710,000.00) Equity, (File 333-103904 - Mar. 18) (BR. 02) S-3 W HOLDING CO INC, 19 WEST MCKINLEY STREET, MAYAGUEZ, PR, 00681-1180, 7878348617 - 0 ($300,000,000.00) Equity, (File 333-103905 - Mar. 18) (BR. 07) S-4 OLD FLORIDA BANKSHARES INC, 6321 DANIELS PARKWAY, FORT MYERS, FL, 33906, 9415616222 - 0 ($8,830,375.00) Equity, (File 333-103907 - Mar. 18) (BR. ) S-2 TRAVELERS INSURANCE CO, ONE TOWER SQUARE, ATTN FINANCIAL SERVICES LEGAL DIVISION, HARTFORD, CT, 06183-2020, 860-277-0111 - 0 ($200,000,000.00) Other, (File 333-103909 - Mar. 18) (BR. 20) RECENT 8K FILINGS Form 8-K is used by companies to file current reports on the following events: Item 1. Changes in Control of Registrant. Item 2. Acquisition or Disposition of Assets. Item 3. Bankruptcy or Receivership. Item 4. Changes in Registrant's Certifying Accountant. Item 5. Other Materially Important Events. Item 6. Resignations of Registrant's Directors. Item 7. Financial Statements and Exhibits. Item 8. Change in Fiscal Year. Item 9. Regulation FD Disclosure. The following companies have filed 8-K reports for the date indicated and/or amendments to 8-K reports previously filed, responding to the item(s) of the form specified. 8-K reports may be obtained in person or by writing to the Commission's Public Reference Branch at 450 Fifth Street, N.W., Washington, D.C. 20549 or at the following e-mail box address: . In most cases, this information is also available on the Commission's website: . STATE 8K ITEM NO. NAME OF ISSUER CODE 1 2 3 4 5 6 7 8 9 DATE COMMENT ------------------------------------------------------------------------------------ ABFS MORT LOAN TRUST 2002-4 MORT PASS DE X X 03/17/03 ACTION PERFORMANCE COMPANIES INC AZ X X 03/12/03 ACTRADE FINANCIAL TECHNOLOGIES LTD DE X X 03/17/03 ADVANCED PLANT PHARMACEUTICALS INC DE X X X 03/11/03 AEGIS REALTY INC MD X X 03/17/03 AIRTRAX INC NJ X 03/15/03 ALASKA AIR GROUP INC DE X X 03/17/03 ALPHA HOSPITALITY CORP DE X X 03/18/03 AMERICAN LAND LEASE INC DE X X 03/17/03 APPLIANCE RECYCLING CENTERS OF AMERIC MN X X 03/18/03 ARLINGTON HOSPITALITY INC DE X X 03/17/03 AUSSIE APPAREL GROUP LTD NV X 02/07/03 AMEND BANK JOS A CLOTHIERS INC /DE/ DE X 03/17/03 BEAR STEARNS ASSET BACKED FUND INC WH DE X X 03/17/03 BICO INC/PA PA X 03/18/03 BILLSERV INC NV X 03/15/03 BUTLER NATIONAL CORP DE X 03/18/03 CANTERBURY CONSULTING GROUP INC PA X 03/18/03 CDRJ INVESTMENTS LUX S A N4 X X 03/18/03 CFS BANCORP INC DE X X 03/17/03 CHARTER COMMUNICATIONS INC /MO/ DE X 03/14/03 CHARTER ONE FINANCIAL INC DE X X 03/18/03 CHINA FUND INC MD X 02/01/03 CIRCUIT CITY STORES INC VA X X 03/17/03 CITICORP MORTGAGE SECURITIES INC DE X 03/18/03 CLAIRES STORES INC DE X X 03/13/03 CLEAR CHANNEL COMMUNICATIONS INC TX X X 03/18/03 COMMERCIAL CONCEPTS INC UT X 03/18/03 COMMONWEALTH INDUSTRIES INC/DE/ DE X 03/17/03 COMPUTER PROGRAMS & SYSTEMS INC DE X 02/20/03 CORSPAN INC DE X X X 02/24/03 CREDIT SUISSE FIRST BOSTON MORTGAGE S DE X 03/18/03 CSFB MORT SEC CORP MORT BACKED PASS T DE X 03/18/03 CUMMINS INC IN X 03/18/03 CV THERAPEUTICS INC DE X X 03/18/03 CYBER EXCELLENCE INC NV X X X 03/13/03 DEL MONTE FOODS CO DE X 03/11/03 DEPARTMENT 56 INC DE X X 03/17/03 DIAL CORP /NEW/ DE X X 03/18/03 DILLARD ASSET FUNDING CO DE X X 02/18/03 DISCOVER CARD MASTER TRUST I DE X X 03/17/03 DIXIE GROUP INC TN X X 03/14/03 DOLE FOOD COMPANY INC DE X X 03/18/03 DOLLAR TREE STORES INC VA X X 02/01/03 DUPONT E I DE NEMOURS & CO DE X 03/18/03 DYAX CORP DE X X 03/14/03 ECLICKMD INC NV X 03/18/03 EL PASO CORP/DE DE X X 03/17/03 FAHNESTOCK VINER HOLDINGS INC X 01/02/03 AMEND FEDERATED PREMIER INTERMEDIATE MUNICI DE X 03/14/03 FEDERATED PREMIER MUNICIPAL INCOME FU DE X 03/14/03 FINDWHAT COM INC NV X X 03/18/03 FIRST CAPITAL RESOURCES COM INC NV X 03/17/03 FIRSTENERGY CORP OH X 03/18/03 FIRSTFED FINANCIAL CORP DE X 02/28/03 FISHER COMMUNICATIONS INC WA X X 03/14/03 FRAWLEY CORP DE X 03/18/03 FRISBY TECHNOLOGIES INC DE X X 03/05/03 FRONT PORCH DIGITAL INC NV X 03/01/03 FSI INTERNATIONAL INC MN X X 03/17/03 GATEWAY INC DE X X 03/17/03 GENERAL DYNAMICS CORP DE X X 03/17/03 GENERAL MARITIME CORP/ X 03/17/03 GENESIS BIOVENTURES INC NY X 03/06/03 GOLD BOND RESOURCES INC X X X 01/08/03 AMEND GOLD STANDARD INC UT X X 03/17/03 GRANT GEOPHYSICAL INC DE X X 03/18/03 GROUP MANAGEMENT CORP DE X 03/18/03 GS MORTGAGE SEC CORP II COMM MORT PAS DE X X 03/14/03 GTECH HOLDINGS CORP DE X X 03/17/03 HAWTHORNE FINANCIAL CORP CA X X X 03/13/03 HEALTH GRADES INC DE X 03/11/03 HEMACARE CORP /CA/ CA X 03/13/03 HERITAGE PROPANE PARTNERS L P DE X 03/18/03 AMEND HYPERTENSION DIAGNOSTICS INC /MN MN X X 03/17/03 I TRACK INC NV X X 03/17/03 IFX CORP DE X X 03/17/03 INDYMAC ABS INC HOME EQ MORT LOAN AS DE X X 09/01/02 INFINITY PROPERTY & CASUALTY CORP OH X X 03/18/03 INTEGRAL VISION INC MI X 03/11/03 INTEGRAMED AMERICA INC DE X X 03/18/03 INTERFERON SCIENCES INC DE X 03/11/03 INTERNATIONAL WIRELESS INC MD X 03/12/03 AMEND INTERPUBLIC GROUP OF COMPANIES INC DE X X 03/13/03 INTERSIL CORP/DE DE X X 03/18/03 ISECURETRAC CORP DE X X 03/12/03 ISTA PHARMACEUTICALS INC CA X X 03/17/03 KANEB PIPE LINE OPERATING PARTNERSHIP DE X X 02/26/03 KANEB PIPE LINE PARTNERS L P DE X X 02/26/03 KANEB SERVICES LLC DE X X 02/26/03 KERR MCGEE CORP /DE DE X X 03/17/03 KEYSTONE MINES LTD NV X X 03/18/03 LASALLE RE HOLDINGS LTD X X 03/17/03 LEGENDS ENTERPRISES INC OR X X X 03/07/03 LIBBEY INC DE X 03/18/03 LIBERATE TECHNOLOGIES DE X X 03/17/03 LIFE PARTNERS HOLDINGS INC TX X 02/28/03 LNB BANCORP INC OH X 03/18/03 LONG BEACH ACCEPTANCE CORP X X 03/17/03 MANHATTAN ASSOCIATES INC GA X 12/31/02 AMEND MCSI INC MD X X 03/12/03 MEDI HUT CO INC DE X X 03/14/03 MEDICALOGIC/MEDSCAPE INC OR X 03/03/03 MEDIX RESOURCES INC CO X X 03/17/02 MEDTOX SCIENTIFIC INC DE X 03/17/03 MEGADATA CORP NY X X 03/18/03 MELLON BANK N A MA X 03/11/03 MELLON BANK N A MA X 03/12/03 MERRILL LYNCH & CO INC DE X 03/17/03 METHODE ELECTRONICS INC DE X X 03/17/03 MILITARY RESALE GROUP INC FL X 02/20/03 AMEND NEW VALLEY CORP DE X 03/14/03 ON SEMICONDUCTOR CORP DE X X 03/17/03 OPTICARE HEALTH SYSTEMS INC DE X X 03/18/03 OPTION ONE MORT ACCEPTANCE CORP ASSET DE X 03/14/03 OPTION ONE MORT ACCEPTANCE CORP ASSET DE X X 03/14/03 OREGON TRAIL ETHANOL COALITION LLC NE X 03/17/03 PALOMAR MEDICAL TECHNOLOGIES INC DE X 03/18/03 PANAMERICAN BANCORP DE X 03/06/03 PANAMERICAN BANCORP DE X 03/17/03 PATINA OIL & GAS CORP DE X X 03/14/03 PAYCHEX INC DE X 03/17/03 POINT GROUP HOLDINGS INCORP NV X 02/17/03 AMEND POORE BROTHERS INC DE X 03/18/03 PROCTER & GAMBLE CO OH X 03/18/03 QAD INC DE X 03/17/03 QUINTON CARDIOLOGY SYSTEMS INC CA X X 01/02/03 AMEND RACING CHAMPIONS CORP DE X X 03/04/03 RENAISSANCE MORTGAGE ACCEPTANCE CORP DE X 03/18/03 RETEK INC DE X X 03/17/03 RURBAN FINANCIAL CORP OH X X 03/17/03 SABRE HOLDINGS CORP DE X 03/17/03 SABRE HOLDINGS CORP DE X 03/17/03 SAN HOLDINGS INC CO X X 03/18/03 SOVEREIGN SPECIALTY CHEMICALS INC DE X X 03/14/03 SOYO GROUP INC NV X X 02/13/03 SPORTING MAGIC INC DE X X 03/17/03 STARMEDIA NETWORK INC DE X X 03/18/03 STEALTH MEDIALABS INC NV X X X 03/18/03 STEWART & STEVENSON SERVICES INC TX X X 03/18/03 STRUCTURED ASSET SECURITIES CORP DE X 03/14/03 STRUCTURED PRODUCTS CORP DE X 03/01/03 STYLECLICK INC DE X 03/17/03 SUMMIT BROKERAGE SERVICES INC / FL X 01/02/03 AMEND SUNAIR ELECTRONICS INC FL X 03/11/03 SYSTEMONE TECHNOLOGIES INC FL X X 03/05/03 TRENWICK AMERICA CORP DE X X 03/17/03 TRENWICK GROUP LTD X X 03/17/03 TRUMP HOTELS & CASINO RESORTS INC DE X X 03/18/03 TRUMPS CASTLE HOTEL & CASINO INC NJ X X 03/18/03 TULLYS COFFEE CORP X X 03/13/03 UNITED COMMUNITY BANCORP NC X 03/18/03 US AIRWAYS GROUP INC DE X X 03/18/03 VERITAS SOFTWARE CORP /DE/ DE X X 03/18/03 VIA NET WORKS INC DE X X 03/14/03 VISION BANCSHARES INC AL X X 03/18/03 AMEND W R GRACE & CO DE X 03/17/03 WARP TECHNOLOGY HOLDINGS INC NV X X 01/10/03 AMEND WATSON WYATT & CO HOLDINGS DE X 03/18/03 WESTERN DIGITAL CORP DE X X 03/18/03 WESTWOOD ONE INC /DE/ DE X 03/18/03 WILLIAMS SONOMA INC CA X X 03/18/03 ZENITH NATIONAL INSURANCE CORP DE X X 03/18/03