SEC NEWS DIGEST Issue 2004-120 June 23, 2004 ENFORCEMENT PROCEEDINGS JUDGMENT ENTERED AGAINST WILLIAM BURKE IN FINANCIAL FRAUD CASE The Commission today announced the entry of a final judgment in a financial fraud case. On June 16, the Honorable Joseph L. Tauro, United States District Judge for the District of Massachusetts, entered a judgment by consent against William J. Burke (Burke), the former chief financial officer of Interspeed, Inc. (Interspeed), a now defunct Internet hardware developer. Burke, without admitting or denying the Commission's allegations, settled the matter by consenting to the entry of an injunction against future violations of the antifraud, periodic reporting, record keeping and internal controls provisions of the federal securities laws as well as the provision which prohibits officers of a company from lying to auditors. In addition, Burke agreed to pay disgorgement of a performance bonus of $41,240, plus prejudgment interest of $9,804 and a civil penalty of $25,000, for a total of $76,044 and to be permanently barred from serving as and officer or director of a public company. The Commission's complaint alleged that Burke recorded contingent sales as revenue even though he was aware of side terms which made revenue recognition improper. In addition, the complaint alleged that Burke altered accounting records to keep Interspeed's outside auditors from discovering that the sales were shams. [Securities and Exchange Commission v. Arthur A. Goodwin, William J. Burke and Christopher P. Whalen (Civil Action No. 02-11913-JTL)] (LR-18758) COMMISSION ORDERS WILMINGTON TRUST COMPANY TO CEASE-AND-DESIST FROM VIOLATING RECORDKEEPING AND REPORTING REQUIREMENTS FOR ITS TRANSFER AGENT OPERATIONS WILMINGTON TRUST AGREES TO PAY $125,000 PENALTY The Commission announced that it issued an Order Instituting Cease-and-Desist Proceedings, Making Findings, and Imposing a Cease-and-Desist Order Pursuant to Section 21C of the Securities Exchange Act of 1934 (Order) and filed a complaint in the United States District Court for the District of Delaware against Wilmington Trust Company (Wilmington Trust) for violating certain key recordkeeping and reporting requirements for transfer agents. The Commission simultaneously accepted an offer of settlement from Wilmington Trust in which it consents, without admitting or denying the Commission's findings, to an Order that it shall cease and desist from committing or causing any violations and any future violations of the recordkeeping and reporting provisions of the federal securities laws relating to transfer agents. Wilmington Trust has further consented in the District Court action to the imposition of a $125,000 penalty. In the Order, the Commission found that Wilmington Trust failed to maintain current and accurate master securityholder files for the debt securities for which it acted as transfer agent. In particular, Wilmington Trust did not verify that the actual payments it processed were accurately recorded in the master securityholder files. As a result, by January 2003, almost 2,000 recordkeeping items on Wilmington Trust's master securityholder files, totaling in excess of $5.8 billion, had not been reconciled against the actual payments processed. Wilmington Trust also did not reconcile the principal balances in the master securityholder files with those in the control book. When Wilmington Trust ultimately reconciled its records, it found 17 active debt issues for which the principal balances in the master securityholder files differed from those in the control book by approximately $185 million. While these record differences did not represent any actual cash payment errors or financial loss to any issuers or shareholders or to Wilmington Trust, they did represent recordkeeping errors that, in many instances, had existed for one or more years. The Commission also found that Wilmington Trust failed to timely report these aged record differences to the issuers and the Federal Deposit Insurance Corporation (FDIC), and failed to disclose the aged record differences in its Forms TA-2. The Commission further found that Wilmington Trust failed to either provide reports to its Board of Directors or the Audit Committee of its Board of Directors or file an independent accountant's report with the FDIC and Commission concerning the adequacy of the internal accounting controls for its transfer agent services. The Commission thanks the FDIC for its assistance in this matter. [SEC v. Wilmington Trust Company, Civil Action No. 04-CV-422, D. Del.] (LR-18759) GEMSTAR-TV GUIDE INTERNATIONAL AGREES TO SETTLE SEC ENFORCEMENT ACTION CHARGING THE COMPANY WITH OVERSTATING ITS REVENUES The Commission today announced that it filed a complaint in federal court in Los Angeles charging Gemstar-TV Guide International, Inc. (Gemstar) with improperly reporting its highly touted interactive program guide licensing and advertising revenues in its financial statements from 1999 through 2002. Gemstar agreed to settle the case by, among other things, paying a $10 million civil penalty. That money will be distributed to harmed shareholders pursuant to Section 308 of the Sarbanes-Oxley Act of 2002. In assessing the penalty amount, the Commission considered the scope and severity of Gemstar's misconduct, Gemstar's initial failure to cooperate in the Commission's investigation or undertake remedial actions, and Gemstar's significant cooperation and remediation following a change in senior management and restructuring of its corporate governance. Gemstar is a Los Angeles-based media and technology company that is publicly traded on the Nasdaq Stock Market. Among its business activities, Gemstar publishes TV Guide magazine and develops, licenses, and markets an interactive program guide (IPG), which is a technology that enables consumers to navigate through and select television programs. During the relevant period, Gemstar generated revenues from the IPG by licensing the technology to third parties and selling advertising space on the IPG. The Commission's complaint alleges that Gemstar materially overstated its revenues by nearly $250 million through the following means. First, Gemstar recorded revenue under expired, disputed, or non-existent agreements, and improperly reported this as IPG licensing and advertising revenue. Second, Gemstar recorded and reported revenue from a long-term agreement on an accelerated basis in contravention of GAAP and Gemstar's own stated and disclosed revenue recognition policy, which required the recording and reporting of such revenue ratably over the terms of the agreement. Third, Gemstar inflated its IPG advertising revenue by improperly recording and reporting revenue amounts from multiple-element transactions. Gemstar's recording and reporting of this revenue was improper under GAAP because Gemstar could not determine the IPG advertising's fair value. Additionally, some of those improperly reported transactions included so-called "round- trip" transactions whereby Gemstar paid money to a third party that then used those funds to buy advertising from Gemstar. Gemstar also failed to disclose that it had structured certain settlements for the purpose of creating "cookie jars" of IPG advertising revenue. Fourth, Gemstar improperly recorded and reported IPG advertising revenue from non-monetary and barter transactions. Gemstar's recording and reporting of this revenue was not in accordance with GAAP because it did not meet the revenue recognition requirements for such transactions and because Gemstar could not properly establish the IPG advertising's fair value. Finally, Gemstar improperly reported certain revenues as IPG advertising revenues when in fact those revenues were derived from the sale of print advertising. Gemstar shifted revenues by invoicing advertisers for both IPG and print advertising, but recording the revenue only as IPG revenue. The misstatements of revenue were reported in Forms 10-K, 10-Q, and 8-K filed with the Commission. These public statements misrepresented Gemstar's true financial performance and failed to disclose material information about that performance. The complaint further alleges that when Gemstar disclosed in its 2001 Form 10-K filed on April 1, 2002, that revenue from two transactions had been recorded under an expired licensing agreement and in a non-monetary transaction, Gemstar's stock price declined by approximately 37% the next day. As part of its settlement, Gemstar, without admitting or denying the allegations in the Commission's complaint, agreed to a permanent injunction against future violations of the periodic reporting provisions of Section 13(a) of the Securities Exchange Act of 1934 and Rules 12b-20, 13a-1, 13a-11, and 13a-13, recordkeeping provisions of Section 13(b)(2)(A) of the Exchange Act, and internal controls provisions of Section 13(b)(2)(B) of the Exchange Act. In determining to accept Gemstar's settlement offer, the Commission considered the following factors, among others, relating to the company's cooperation and remedial efforts: In April 2002, immediately after Gemstar filed its 2001 Form 10-K, the Commission contacted Gemstar and commenced an investigation. For nearly the next eight months, while Gemstar's former CEO and other senior officers remained in place, the company did not conduct a thorough or comprehensive internal investigation and did not take other appropriate remedial action, even when presented by the Commission with specific evidence of fraudulent conduct. As a result of its inadequate investigation, in August 2002 Gemstar issued a restatement reversing only approximately $20 million in revenue. Gemstar consequently continued to report overstated revenues to the investing public even after the Commission's investigation began. In November 2002, in connection with the restructuring of its corporate governance, Gemstar replaced its CEO, CFO, and general counsel and adopted extensive new internal controls. The company also retained a new independent auditor and a new independent outside counsel. Following the change in senior management, Gemstar (i) initiated a comprehensive investigation and re-audit of its financial statements; (ii) restated its financials three more times, reversing revenues by a total of $377 million; (iii) provided extensive and valuable assistance to the Commission in its investigation; and (iv) voluntarily agreed not to make certain extraordinary severance payments to its former CEO and CFO for over six months, among other things. [SEC v. Gemstar-TV Guide International, Inc., Case No. CV 04-4506 RGK (CTx) (C.D. Cal.)] (Press Rel. 2004-86) (LR- 18760) DAVID MCLEAN BARRED FROM ASSOCIATION WITH ANY BROKER, DEALER OR INVESTMENT ADVISER On June 22, 2004, the Commission issued an Order Instituting Administrative Proceedings Pursuant to Section 15(b) of the Securities Exchange Act of 1934 and Section 203(f) of the Investment Advisers Act, Making Findings, and Imposing Remedial Sanctions against David Farrell McLean. The Order finds that McLean was associated with an entity that was registered with the Commission as a broker-dealer and as an investment adviser. On September 2, 2003, McLean pled guilty to one count of wire fraud and one count of money laundering in violation of Title 18 United States Code, Sections 1343 and 1957 before the United States District Court for the Eastern District of North Carolina, in U.S. v. David Ferrell McLean, CR. No. 7:03-CR-55-1F1. On February 2, 2004, McLean was sentenced to a prison term of 84 months followed by three years of supervised release and ordered to pay restitution in the amount of $771,124.00. The counts of the criminal indictment to which McLean pled guilty alleged, inter alia, that McLean misappropriated securities from customer accounts and fraudulently converted those securities into monies that he used for his own personal benefit. Based on the above, the Order bars McLean from association with any broker, dealer or investment adviser. McLean consented to the issuance of the Order without admitting or denying the Commission's findings. (Rels. 34-49899; IA- 2252; File No. 3-11527)) The Commission acknowledges the assistance of the U.S. Attorney for the Eastern District of North Carolina in this matter. SELF-REGULATORY ORGANIZATIONS ACCELERATED APPROVAL OF PROPOSED RULE CHANGES The Commission noticed and granted accelerated approval to a proposed rule change (SR-ISE-2004-06) submitted by the International Securities Exchange relted to the handling of Principal Acting As Agent Orders. Publication of the notice is expected in the Federal Register during the week of June 21. (Rel. 34-49888) The Commission noticed and granted accelerated approval to a proposed rule change (SR-Amex-2004-34) submitted by the American Stock Exchange related to the handling of Principal Acting As Agent Orders. Publication of the notice is expected in the Federal Register during the week of June 21. (Rel. 34- 49889) IMMEDIATE EFFECTIVENESS OF PROPOSED RULE CHANGE A proposed rule change (SR-Amex-2004-46) submitted by the American Stock Exchange related to an existing automatic execution for exchange traded funds has become effective. Publication of the notice is expected in the Federal Register during the week of June 21. (Rel. 34-49892) 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 PRIME COMPANIES INC, 409 CENTER STREET, 2ND FLOOR, YUBA CITY, CA, 95991, 5307553580 - 186,167,723 ($4,273,194.99) Equity, (File 333-116709 - Jun. 22) (BR. 37) SB-2 ADVANCED ID CORP, 619 - 11 AVENUE SE, SUITE 204, CALGARY, A0, T2G 0Y8, 403 264-6300 - 5,487,500 ($4,618,750.00) Equity, (File 333-116710 - Jun. 22) (BR. 36) S-3 CEDAR FAIR L P, P O BOX 5006, SANDUSKY, OH, 44871, 4196260830 - 6,000,000 ($195,900,000.00) Limited Partnership Interests, (File 333-116711 - Jun. 22) (BR. 05) S-4 GNC CORP, 300 SIXTH AVENUE, PITTSBURGH, PA, 15222, 4122884600 - 100,000,000 ($106,588,383.00) Equity, (File 333-116712 - Jun. 22) (BR. 02) SB-2 GAMES INC, 425 WALNUT STREET, STE 2300, CINCINNATI, OH, 45202, 5133810777 - 230,000 ($230,000.00) Debt Convertible into Equity, 1,630,000 ($1,693,000.00) Equity, (File 333-116713 - Jun. 22) (BR. 03) S-1 VERTEX INTERACTIVE INC, 3619 KENNEDY ROAD, SOUTH PLAINFIELD, NJ, 07080, 908-756-2000 - 17,000,000 ($1,870,000.00) Equity, (File 333-116714 - Jun. 22) (BR. 03) S-8 COLOR KINETICS INC, 10 MILK ST SUITE 1100, BOSTON, MA, 02108, 617-423-9999 - 4,102,690 ($37,307,309.00) Equity, (File 333-116715 - Jun. 22) (BR. 36) S-3 CANDIES INC, 215 W. 40TH STREET, 6TH FL., NEW YORK, NY, 10018, 212-730-0030 - 1,000,000 ($2,670,000.00) Equity, (File 333-116716 - Jun. 22) (BR. 02) S-8 LINENS N THINGS INC, 6 BRIGHTON RD, CLIFTON, NJ, 07015, 9737781300 - 4,000,000 ($109,100,000.00) Equity, (File 333-116719 - Jun. 22) (BR. 02) S-8 LINENS N THINGS INC, 6 BRIGHTON RD, CLIFTON, NJ, 07015, 9737781300 - 500,000 ($13,637,500.00) Equity, (File 333-116720 - Jun. 22) (BR. 02) F-6 EpiTan LTD, LEVEL 10, 52 COLLINS STREET, MELBOURNE, VICTORIA, C3, 3000, 613-9662-4668 - 10,000,000 ($500,000.00) ADRs/ADSs, (File 333-116721 - Jun. 22) (BR. ) S-8 GEXA CORP, 24 GREENWAY PLAZA,, SUITE 1826, HOUSTON, TX, 77046, 7139619399 - 0 ($8,250,000.00) Equity, (File 333-116722 - Jun. 22) (BR. 02) S-8 SEEBEYOND TECHNOLOGY CORP, 800 EAST ROYAL OAKS DRIVE, MONROVIA, CA, 91016-3633, 6264716000 - 0 ($14,202,328.00) Equity, (File 333-116724 - Jun. 22) (BR. 03) S-3 PUBLIC SERVICE CO OF NEW HAMPSHIRE, 1000 ELM ST, MANCHESTER, NH, 03105, 6036694000 - 0 ($200,000,000.00) Equity, (File 333-116725 - Jun. 22) (BR. 02) S-8 LANTRONIX INC, 15353 BARRANCA PARKWAY, IRVINE, CA, 92618, 9494533990 - 2,150,000 ($2,967,000.00) Equity, (File 333-116726 - Jun. 22) (BR. 03) S-4 EMMIS COMMUNICATIONS CORP, ONE EMMIS PLAZA, 40 MONUMENT CIRCLE SUITE 700, INDIANAPOLIS, IN, 46204, 3172660100 - 0 ($375,000,000.00) Non-Convertible Debt, (File 333-116727 - Jun. 22) (BR. 37) SB-2 NS8 CORP, TWO UNION SQUARE CENTER, 601 UNION STREE, SUITE 4200, SEATTLE, WA, 98101, 6046776994 - 33,746,226 ($36,108,461.00) Equity, (File 333-116728 - Jun. 22) (BR. 03) S-8 DELPHI CORP, 5725 DELPHI DRIVE, TROY, MI, 48098, 248-813-2000 - 0 ($392,375,000.00) Equity, (File 333-116729 - Jun. 22) (BR. 05) S-3 SCO GROUP INC, 8017654999 - 0 ($10,378,947.00) Equity, (File 333-116732 - Jun. 22) (BR. 03) S-8 CHURCHILL DOWNS INC, 700 CENTRAL AVE, LOUISVILLE, KY, 40208, 5026364400 - 100,000 ($3,956,000.00) Equity, (File 333-116733 - Jun. 22) (BR. 05) S-8 CHURCHILL DOWNS INC, 700 CENTRAL AVE, LOUISVILLE, KY, 40208, 5026364400 - 195,000 ($7,733,700.00) Equity, (File 333-116734 - Jun. 22) (BR. 05) S-3 AMERICAN LAND LEASE INC, 29399 U.S. HWY 19, NORTH, SUITE 320, CLEARWATER, FL, 33761, 727-726-8868 - 3,780,340 ($72,695,938.00) Equity, (File 333-116735 - Jun. 22) (BR. 08) N-2 INDIA FUND INC, 200 PARK AVENUE, 24TH FLOOR, NEW YORK, NY, 10166, 800-421-4777 - 9,709,513 ($184,480,747.00) Other, (File 333-116736 - Jun. 22) (BR. 16) S-1 CARROLS HOLDINGS CORP, 968 JAMES STREET, SYRACUSE, NY, 13203, 315-424-0513 - 0 ($475,000,000.00) Other, (File 333-116737 - Jun. 22) (BR. ) S-8 CAPSTEAD MORTGAGE CORP, 8401 NORTH CENTRAL EXPRESSWAY, STE 800, DALLAS, TX, 75225, 2148742323 - 0 ($14,850,000.00) Equity, (File 333-116738 - Jun. 22) (BR. 08) S-8 BALLANTYNE OF OMAHA INC, 4350 MCKINLEY ST, OMAHA, NE, 68112, 4024534444 - 0 ($6,080,000.00) Equity, (File 333-116739 - Jun. 22) (BR. 36) S-8 AVIGEN INC \DE, 1301 HARBOR BAY PARKWAY, ., ALAMEDA, CA, 94502, 5107487150 - 250,000 ($827,500.00) Equity, (File 333-116740 - Jun. 22) (BR. 01) S-3 CAPSTEAD MORTGAGE CORP, 8401 NORTH CENTRAL EXPRESSWAY, STE 800, DALLAS, TX, 75225, 2148742323 - 0 ($25,059,000.00) Equity, (File 333-116741 - Jun. 22) (BR. 08) S-2 AMERICAN BUSINESS FINANCIAL SERVICES INC /DE/, THE WANAMAKER BLDG, 100 PENN SQUARE EAST, PHILADELPHIA, PA, 19107, 2159404000 - 0 ($280,000,000.00) Non-Convertible Debt, (File 333-116742 - Jun. 22) (BR. 07) S-8 ENGINEERED SUPPORT SYSTEMS INC, 201 EVANS LN, ST LOUIS, MO, 63121, 3149935880 - 350,000 ($18,179,000.00) Equity, (File 333-116743 - Jun. 22) (BR. 06) S-8 ENGINEERED SUPPORT SYSTEMS INC, 201 EVANS LN, ST LOUIS, MO, 63121, 3149935880 - 350,000 ($18,179,000.00) Equity, (File 333-116744 - Jun. 22) (BR. 06) 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. Item 10. Amendments to the Registrant's Code of Ethics, or Waiver of a Provision of the Code of Ethics. Item 11. Temporary Suspension of Trading Under Registrant's Employee Benefit Plans. Item 12. Results of Operations and Financial Condition. 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 10 11 12 13 DATE COMMENT 3COM CORP DE X X 06/22/04 8X8 INC /DE/ DE X X 06/21/04 ABRAXAS PETROLEUM CORP NV X 06/22/04 ACE LTD D0 X 06/09/04 AMEND ADE CORP MA X 06/22/04 ADVANCED MEDICAL OPTICS INC DE X X 06/21/04 AFG INVESTMENT TRUST C DE X 06/09/04 AIRNET SYSTEMS INC OH X X 06/07/04 ALLETE INC MN X 06/21/04 AMERICAN BUILDING CONTROL INC DE X 06/22/04 AmeriCredit Automobile Receivables Tr DE X X 06/09/04 ANTARES PHARMA INC MN X X 06/22/04 APOGEE ENTERPRISES INC MN X 06/21/04 ARGENT SECURITIES INC ASSET-BACKED PA X X 06/18/04 ARGENT SECURITIES INC ASSET-BACKED PA X X 06/22/04 ARGENT SECURITIES INC ASSET-BACKED PA X X 06/21/04 ARIBA INC DE X 06/16/04 AUDIOVOX CORP DE X X 06/16/04 AUSTRALIAN SECURITISATION MANAGEMENT X X 06/22/04 AUTOMATIC DATA PROCESSING INC DE X X 06/22/04 AVADO BRANDS INC GA X X 06/22/04 AXM PHARMA INC NV X 06/22/04 BANC OF AMERICA COMMERCIAL MORTGAGE I DE X X 06/22/04 BANC OF AMERICA COMMERCIAL MORTGAGE I DE X X 06/22/04 BANKNORTH GROUP INC/ME ME X X 06/20/04 BANKRATE INC FL X 06/21/04 BEAR STEARNS ASSET BACKED FUND INC WH DE X X 06/15/04 BELDEN & BLAKE CORP /OH/ OH X X 06/15/04 BELL MICROPRODUCTS INC CA X X 06/22/04 BEVERLY ENTERPRISES INC DE X 06/18/04 BLUETORCH, INC. X 06/15/04 AMEND BOSTON SCIENTIFIC CORP DE X 06/22/04 BOSTONFED BANCORP INC DE X X 06/20/04 BRIDGE TECHNOLOGY INC NV X X 06/22/04 CAESARS ENTERTAINMENT INC DE X X 06/18/04 CALLON PETROLEUM CO DE X X 06/22/04 CAPITAL AUTO RECEIVABLES INC DE X X 06/15/04 DF FINANCING LLC DE X X 05/31/04 CDF FLOORPLAN RECEIVABLES LP DE X X 05/31/04 CENDANT CORP DE X X 06/21/04 CHARTERMAC DE X 06/22/04 CHECKFREE CORP \GA\ DE X X X 06/22/04 CHELSEA PROPERTY GROUP INC MD X X 06/20/04 CHESAPEAKE ENERGY CORP OK X 06/21/04 CHRISTOPHER & BANKS CORP DE X X 06/22/04 CITIGROUP GLOBAL MARKETS HOLDINGS INC NY X 06/16/04 CKE RESTAURANTS INC DE X 06/22/04 CLUBCORP INC DE X X 06/15/04 COLLEGIATE PACIFIC INC DE X 06/21/04 COMMERCIAL METALS CO DE X X X 06/22/04 CONSTAR INTERNATIONAL INC DE X X 06/22/04 CONTINUUM GROUP B INC NV X X 06/14/04 CORRPRO COMPANIES INC /OH/ OH X X 06/15/04 CORRPRO COMPANIES INC /OH/ OH X 06/17/04 CORRPRO COMPANIES INC /OH/ OH X X 05/03/04 COST U LESS INC WA X X 06/18/04 COVAD COMMUNICATIONS GROUP INC DE X 06/08/04 CRDENTIA CORP DE X X 06/16/04 CROSSTEX ENERGY LP DE X 06/14/04 CRUSADE MANAGEMENT LTD GLOBAL TRUST N X X 06/21/04 CRUSADE MANAGEMENT LTD GLOBAL TRUST N X X 06/18/04 CSFB COMMERCIAL MORT PASS THR CERTS S DE X X 06/22/04 CWABS INC ASSET BACKED CERTIFICATES S DE X 05/25/04 CWALT INC ALTERNATIVE LOAN TRUST 2004 X 05/25/04 CWALT INC MORTGAGE PASS THR CERTS SER X 05/25/04 CWALT INC MORTGAGE PASS THR CERTS SER X 05/25/04 CWALT INC MORTGAGE PASS THR CERTS SER DE X 05/25/04 CWMBS INC CHL MORTGAGE PASS THROUGH T DE X 05/25/04 CWMBS INC CHL MORTGAGE PASS THROUGH T DE X 05/25/04 CWMBS INC CHL MORTGAGE PASS THROUGH T DE X 05/25/04 CWMBS INC CHL MORTGAGE PASS THROUGH T DE X 05/25/04 CWMBS INC MORTGAGE PASS THROUGH TRUST DE X 05/25/04 CWMBS INC MORTGAGE PASS THROUGH TRUST DE X 05/25/04 DARDEN RESTAURANTS INC FL X 06/22/04 DDI INTERNATIONAL INC NV X X 06/22/04 DEMARCO ENERGY SYSTEMS OF AMERICA INC UT X X 06/21/04 Deutsche Mortgage Securities Inc Mort X X 05/27/04 DICKS SPORTING GOODS INC DE X X 06/21/04 DISTRIBUTION FINANCIAL SERVICES FLOOR NY X X 05/31/04 DISTRIBUTION FINANCIAL SERVICES FLOOR NY X X 05/31/04 DOWNEY FINANCIAL CORP DE X X 06/16/04 E COM VENTURES INC FL X X 06/21/04 EL PASO CGP CO DE X X 06/22/04 ENERGY TRANSFER PARTNERS LP DE X X 06/22/04 EVERGREEN SOLAR INC DE X X 06/21/04 EZ EM INC DE X 06/22/04 FINISAR CORP DE X X 06/22/04 FIRST BANCSHARES INC /MO/ MO X 06/21/04 FIRST FEDERAL BANCSHARES INC /DE DE X X 06/22/04 FIRST HORIZON ASSET SECURITIES INC DE X 06/22/04 FIRST MERCHANTS CORP IN X X 06/18/04 FIRST MID ILLINOIS BANCSHARES INC DE X X 06/22/04 FLEMING COMPANIES INC /OK/ OK X X 06/18/04 FSI INTERNATIONAL INC MN X X 06/22/04 GALYANS TRADING CO INC IN X X X 06/21/04 GERON CORPORATION DE X X 06/22/04 GOLDEN EAGLE INTERNATIONAL INC CO X X 06/07/04 GOLDMAN SACHS GROUP INC/ DE X X X 06/22/04 GRIFFON CORP DE X 06/21/04 GTECH HOLDINGS CORP DE X 06/22/04 GYRODYNE CO OF AMERICA INC NY X X 06/21/04 HALLIBURTON CO DE X 06/18/04 HANCOCK JOHN LIFE INSURANCE CO MA X X 06/21/04 HARLEYSVILLE NATIONAL CORP PA X 06/21/04 HARRAHS ENTERTAINMENT INC DE X X 06/21/04 HARRAHS ENTERTAINMENT INC DE X X 06/21/04 HARTVILLE GROUP INC NV X X 06/21/04 HEALTHEXTRAS INC DE X X X 06/16/04 HEALTHSOUTH CORP DE X X 06/21/04 HEI INC MN X X 06/22/04 HINES REAL ESTATE INVESTMENT TRUST IN X X 06/22/04 ICOA INC NV X X 06/22/04 IGI INC DE X 06/21/04 IMMUNOGEN INC MA X X 06/17/04 INFOTECH USA INC DE X X 06/18/04 INGRAM MICRO INC DE X X 06/21/04 INNOVEX INC MN X X 06/21/04 INTEGRAMED AMERICA INC DE X X 06/22/04 INTEGRATED ELECTRICAL SERVICES INC DE X X 06/22/04 INTEGRATED ENVIRONMENTAL TECHNOLOGIES DE X 05/05/04 INTER PARFUMS INC DE X 06/21/04 INTERNATIONAL WHITE TEA CO NV X 08/27/03 INTERNET COMMERCE CORP DE X X 06/22/04 INTRAWARE INC DE X X 06/22/04 KFORCE INC FL X X 06/07/04 LABONE INC/ MO X 06/21/04 LAKES ENTERTAINMENT INC MN X X 06/21/04 LANDAMERICA FINANCIAL GROUP INC VA X X 06/22/04 LANDMARK BANCORP INC DE X X 06/22/04 LIBERATE TECHNOLOGIES DE X X 06/21/04 Long Beach Mortgage Loan Trust 2004-3 DE X X 05/04/04 LOUDEYE CORP DE X X 06/22/04 M WAVE INC DE X 06/21/04 MAC-GRAY CORP DE X X 04/29/04 MAGNUM HUNTER RESOURCES INC NV X 06/21/04 MATERIAL TECHNOLOGIES INC /CA/ DE X X X 06/22/04 MDSI MOBILE DATA SOLUTIONS INC /CAN/ A1 X X 06/17/04 MERITAGE CORP MD X X 06/15/04 MERRILL LYNCH DEPOSITOR INC PREFERRED NY X X 06/15/04 MERRILL LYNCH DEPOSITOR INC PREFERRED DE X X 06/15/04 MERRILL LYNCH DEPOSITOR PREFERREDPLUS DE X X 06/15/04 METLIFE INC DE X X 06/22/04 METROLOGIC INSTRUMENTS INC NJ X 06/22/04 MINN DAK FARMERS COOPERATIVE ND X 06/22/04 MK RESOURCES CO DE X X 06/21/04 MOBILEPRO CORP DE X X 06/21/04 MONACO GROUP INC DE X X 05/25/04 AMEND MORGAN STANLEY DE X X 06/22/04 MTI TECHNOLOGY CORP DE X X 06/17/04 MTM Technologies, Inc. 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