SEC NEWS DIGEST Issue 2003-174 September 10, 2003 ENFORCEMENT PROCEEDINGS COMMISSION MEETINGS Following is a schedule of Commission meetings which will be conducted under provisions of the Government in the Sunshine Act. Meetings will be scheduled according to the requirements of agenda items under consideration. Visitors are welcome at all open meetings, insofar as space is available. Persons wishing to photograph or videotape Commission meetings must obtain permission in advance from the Secretary of the Commission. Persons wishing to tape record a Commission meeting should notify the Secretary's office 48 hours in advance of the meeting. Any member of the public who requires auxiliary aids such as a sign language interpreter or material on tape to attend a public meeting should contact Rochelle Franks, Office of Administrative and Personnel Management, to make arrangements. Ms. Franks can be reached at TTY number (202) 942-9558. If you are calling from a non-TTY number, please call the Relay Service at 1-800-877-8339. OPEN MEETING - WEDNESDAY, SEPTEMBER 17, 2003 - 2:00 P.M. - ROOM 6600 The subject matter of the open meeting scheduled for Wednesday, Sept. 17, will be: 1. The Commission will consider whether to propose for public comment new rules 12d1-1, 12d1-2, and 12d1-3 under the Investment Company Act of 1940. The recommended rules would broaden the ability of an investment company (fund) to acquire shares of another fund consistent with the protection of investors and the purposes of the Act. The Commission also will consider a recommendation to amend forms N-1A, N-2, N-3, N-4, and N-6, which are used by investment companies to register under the Investment Company Act and to offer their shares under the Securities Act of 1933. The recommended amendments would improve the transparency of the expenses of funds that invest in other funds by requiring that the expenses of the acquired funds be aggregated and shown as an additional expense in the fee table of the acquiring funds. For further information, please contact Penelope Saltzman at (202) 942-0690. 2. The Commission will hear oral argument on an appeal of RichMark Capital Corporation, a registered broker-dealer, and Doyle Mark White, its 50% owner, from the decision of an administrative law judge. The law judge found that respondents willfully violated the antifraud provisions of Section 17(a) of the Securities Act of 1933, Section 10(b) of the Securities Exchange Act of 1934, and Exchange Act Rule 10b-5. He suspended for 90 days RichMark's broker-dealer registration and White from association with any broker or dealer, assessed civil money penalties of $275,000 against RichMark and $55,000 against White, held RichMark and White jointly and severally liable for the disgorgement of $25,617.86 plus prejudgment interest, and imposed a cease-and-desist order. Among the issues likely to be argued are: a. whether respondents made adequate disclosure to customers to whom they recommended and sold stock of PCC Group, Inc. (PCCG) that respondents were selling their own shares of PCCG at the same time; b. whether respondents made adequate disclosure to PCCG customers of respondents' financial incentive to sell PCCG stock arising from the compensation respondents received under an investment banking agreement between PCCG and RichMark; and c. whether sanctions should be imposed in the public interest. For further information, contact the Office of the Secretary at (202) 942-7070. 3. The Commission will hear oral argument on an appeal by the Division of Enforcement from the decision of an administrative law judge dismissing proceedings against Robert J. Setteducati. The Division alleged that Setteducati, formerly executive vice president of H.J. Meyers & Co., Inc., a former registered broker-dealer, was part of an effort by the firm to manipulate the market for the stock of Borealis Technology Corporation during 1996, in violation of antifraud provisions of the securities laws. The law judge found that: a. the market for Borealis had not been manipulated, and that b. even if the Borealis market had been manipulated, Setteducati's role in the Borealis offering and aftermarket trading was insufficient to hold him liable for any such misconduct. Among the issues likely to be argued are: a. whether the evidence supports the Division's allegations; and b. whether and to what extent sanctions should be imposed in the public interest. For further information, please contact the Office of the Secretary at (202) 942-7070. CLOSED MEETING - WEDNESDAY, SEPTEMBER 17, 2003 - 4:00 P.M. The subject matter of the closed meeting scheduled for Wednesday, Sept. 17, will be: Post-argument discussion. CLOSED MEETING - THURSDAY, SEPTEMBER 18, 2003 - 10:00 A.M. The subject matter of the closed meeting scheduled for Thursday, Sept. 18, will be: Institution and settlement of administrative proceedings of an enforcement nature; Institution and settlement of injunctive actions; and Formal orders of investigation. At times, changes in Commission priorities require alterations in the scheduling of meeting items. For further information and to ascertain what, if any, matters have been added, deleted, or postponed, please contact the Office of the Secretary at (202) 942-7070. ENFORCEMENT PROCEEDINGS SUBPOENA ENFORCEMENT ACTION FILED AGAINST BENIL FINANCE, LTD. The Commission has commenced a subpoena enforcement action against Benil Finance, Ltd. (Benil), an offshore entity, in the U.S. District Court for the Southern District of Florida. The Commission issued the subpoena on June 20, 2003, which, as extended, required Benil to produce documents by August 8, 2003. In its Application and supporting filings, the Commission alleges that, on April 1, 2003, it issued a Formal Order Directing Private Investigation and Designating Officers to Take Testimony. The Formal Order authorizes the staff to conduct an investigation into whether certain entities and individuals made false and misleading statements concerning Hienergy Technologies, Inc. (Hienergy) including, but not limited to, the identity of its officers, directors, control persons and major shareholders. The Commission's Application and supporting filings allege that Benil has reported owning nearly 9% of the stock of Hienergy, a Delaware corporation with offices in Irvine, California. The Application and supporting filings further allege that the president of Benil is Jeannine Gurian, the mother of recidivist Philip Gurian, and its vice president is Jeannine Gurian's live-in boyfriend, Rheal Cote, who is Hienergy's former sole director and disclosed owner of 61% of Hienergy stock. Moreover, the Application and supporting filings allege that, on June 20, 2003, the staff issued a subpoena to Benil requiring it to produce documents concerning, among other things: (1) ownership of Hienergy stock; (2) communications with Hienergy investors and/or Philip Gurian, and (3) Benil's bank and brokerage records. The Commission asserts that these documents are relevant to its investigation. Finally, the Commission's Application and supporting filings allege that Benil produced documents relating to two brokerage accounts in response to the subpoena, which purportedly were all of the documents in Jeannine Gurian's personal possession, but declined to produce documents relating to at least six other brokerage accounts and two bank accounts whose existence is known to the staff. According to the Application and supporting filings, Benil has informed the Commission that it has no obligation to produce documents not in Jeannine Gurian's personal possession. Pursuant to its Application, the Commission is seeking an Order directing Benil to show cause why it should not be ordered by the Court to produce documents pursuant to the Commission's subpoena and an Order requiring it to comply fully with the Commission's subpoena. [SEC v. Benil Finance, Ltd., Civ. No. 03-61687, USDC, SDFL] (LR-18331) FORMER MERCURY ASSISTANT VICE PRESIDENT SETTLES INSIDER TRADING AND FINANCIAL FRAUD CASE The Commission announced that a Final Judgment was entered on Aug. 22, 2003, against Lawrence Borowiak, a former Assistant Vice President of Mercury Finance Co. (Mercury), in SEC v. Lawrence Borowiak, Civil Action No. 99 C 6348 (Northern District of Illinois, Eastern Division). Borowiak consented to entry of the Final Judgment without admitting or denying any of the allegations made against him in the complaint filed by the Commission. That complaint, filed in September 1999, charges Borowiak with insider trading and participation in a scheme to overstate Mercury's earnings. Among other things, the Commission's complaint alleges that in 1995 and 1996, Borowiak made a series of fraudulent accounting entries that had the effect of overstating Mercury's net earnings by millions of dollars. The complaint also alleges that in January 1997, Borowiak, knowing that Mercury had overstated its earnings and that Mercury's independent auditors were questioning the earnings information that had been released to the public, sold 45,018 shares of Mercury stock while in possession of this material and non-public information. By selling his shares on January 27 and 28, 1997, Borowiak avoided losses of over $500,000. The Honorable Blanche M. Manning of the U.S. District Court for the Northern District of Illinois entered the Final Judgment permanently enjoining Borowiak from further violations of Sections 17(a) of the Securities Act of 1933, Section 10(b) of the Securities Exchange Act of 1934 (Exchange Act), and Rule 10b-5 thereunder, and Sections 13(b)(2)(A), 13(b)(2), and 13(b)(5) of the Exchange Act and Rule 13b2-1 thereunder. The Judgment against Borowiak required Borowiak to pay disgorgement of $579,736.25 and required payment of $37,000 in disgorgement within 90 days of the entry of the Final Judgment. The Judgment waived prejudgment interest and did not impose a civil penalty based upon Borowiak's sworn representations regarding his financial condition and credited against the $579,736 disgorgement obligation any restitution paid by Borowiak in U.S. v. Borowiak, No. 01 CR 1084 (N.D. Ill.). The Final Judgment also dismissed the claims against relief defendant JoAnne Borowiak with prejudice. [SEC v. Lawrence Borowiak, USDC, ND Ill., Civil Action No. 99 C 6348] (LR-18332; AAE Rel. 1851) FORMER BANK LOAN OFFICER CHARGED WITH FRAUD IN INSIDER TRADING SCHEME On September 9, the Commission charged a former bank loan officer, Kris Klinger, of Oceanside, California, with using inside information to purchase securities in Crossman Communities, Inc. shortly before the public announcement that Crossman would be acquired by Beazer Homes USA Inc. Simultaneously with the filing of its action, the Commission accepted Klinger's offer of settlement, in which he agreed, without admitting or denying the allegations, to a court order enjoining him from future violations of the securities laws and requiring him to pay approximately $18,000 in wrongful trading profits and penalties. According to the complaint filed in the U.S. District Court for the Southern District of California, Klinger, in the course of his employment as a vice-president and senior loan officer at Washington Mutual, Inc., obtained material non-public information that Beazer, a Washington Mutual customer, was planning to acquire Crossman. Based on that information, Klinger purchased 700 shares of Crossman common stock on Jan. 28, 2002. On Jan. 30, 2002, Crossman and Beazer issued a joint public announcement about the acquisition, and Crossman's stock price increased approximately 47 percent from the previous day's closing price. On Jan. 31, 2002, the day after the acquisition was publicly announced, Klinger sold his entire holdings of Crossman shares, generating trading profits of $9,135. Until its acquisition, Crossman was a home building company based in Indianapolis, Indiana, whose securities were registered with the Commission and traded on the Nasdaq National Market System. Beazer is a home building company headquartered in Atlanta, Georgia, whose securities are registered with the Commission and traded on the New York Stock Exchange. In order to settle the charges, Klinger agreed to the entry of an order permanently enjoining him from future violations of the antifraud provisions of the Securities Exchange Act of 1934. Additionally, Klinger agreed to pay disgorgement of $9,135 in illegal trading profits, plus $297.13 in prejudgment interest; and to pay a civil money penalty equal to his trading profits in the amount of $9,135. In accepting Klinger's settlement, the Commission took into account Klinger's significant cooperation in the staff's investigation, including the fact that he voluntarily contacted the staff to self- report his trades and worked with the staff to resolve this matter promptly. [SEC v. Kris Klinger, USDC, SDCA, Civil Action No. 03 1785J(JMA)] (LR-18333) COMMISSION SETTLES WITH FORMER REGISTERED REPRESENTATIVE ROBERT SPRUILL The Commission announced today that it settled fraud charges against former registered representative Robert I. Spruill. The Commission filed a complaint against Spruill on Dec. 16, 1999, alleging that he participated in a commission kickback scheme perpetrated by Alan Brian Bond, the then principal of a registered investment adviser. The Commission's complaint alleged that Bond received over $6.9 million in commission kickbacks from three brokerage firms with which Spruill was associated. The Commission's action against Bond is continuing. Spruill, without admitting or denying the Commission's allegations, consented to the entry of a judgment permanently enjoining him from future violations of the antifraud provisions of the federal securities laws, specifically Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5 thereunder and Sections 206(1) and (2) of the Investment Advisers Act of 1940. The judgment also orders Spruill to pay disgorgement and civil penalties in amounts to be determined at a later date. The Commission also instituted and simultaneously settled an administrative proceeding against Spruill. Spruill, without admitting or denying the Commission's findings, consented to an order barring him from association with any broker or dealer. The order was based on the entry of the permanent injunction in the related civil action against Spruill. In a related criminal action, Spruill pled guilty in the U.S. District Court for the Southern District of New York on May 31, 2000, to one count of conspiracy and one count of commercial bribery relating to the kickback scheme. On May 6, 2003, Spruill was sentenced, based on his guilty plea, to a prison term of four months, and, on July 3, 2003, Spruill was ordered to pay $5.8 million in restitution to the victims of the scheme. For additional information, see Litigation Release Nos. 18178 (June 6, 2003), 18018 (Mar. 6, 2003), 17560 (June 12, 2002), 17266 (Dec. 12, 2001), 17099 (Aug. 10, 2001), and 16394 (Dec. 16, 1999). [SEC v. Alan Brian Bond, Robert I. Spruill and Albriond Capital Management, LLC, Civil Action No. 99-12092, SDNY]; [U.S. v. Roberti Spruill, Crim. Case No. 99 CR 1239, SDNY] (LR-18334) SEC CHARGES BEN GLISAN, JR., ENRON'S FORMER TREASURER, WITH SECURITIES FRAUD Glisan Consents to Anti-Fraud Injunction and Officer and Director Bar The Commission today charged Ben F. Glisan, Jr. with violations of the antifraud, lying to auditors, periodic reporting, books and records, and internal controls provisions of the federal securities laws. The Commission's complaint, filed in U.S. District Court in Houston, alleges that Glisan participated in Enron's manipulation of its reported financial results through a series of fraudulent transactions designed to inflate Enron's earnings and operating cash flows, while at the same time concealing the full extent of its debt. The fraudulent transactions included the "Raptor" sham hedges used by Enron to avoid earnings write-downs of over $1 billion, the fraudulent "sale" of an interest in Nigerian barges to Merrill Lynch, and "prepay" transactions, which were loans disguised as commodity sales contracts, used by Enron to overstate its cash flows by hundreds of millions of dollars. Simultaneously with the filing of the complaint, Glisan agreed to file a consent and final judgment settling the Commission's action against him. In the consent, Glisan has agreed, without admitting or denying the allegations of the complaint, to the entry of a final judgment permanently enjoining him from violating, directly or indirectly, Sections 10(b), 13(a), 13(b)(2) and 13(b)(5) of the Securities Exchange Act of 1934 (Exchange Act), and Exchange Act Rules 10b-5, 12b-20, 13a-1, 13a-13, 13b2-1 and 13b2-2. Glisan has also agreed to the entry of an officer and director bar against him. The Commission's complaint alleges that Glisan and others used the Raptors to manipulate Enron's financial statements. Raptor I was created in April 2000 through an off balance sheet SPE, called Talon LLC. Enron formed Talon to hedge against potential declines in certain of its mark-to-market investments. Although Enron provided most of Talon's funding, $30 million of its funding was from LJM2 Co-Investment, L.P. (the entity formed by Enron's former CFO, Andrew Fastow, to transact business with Enron), representing the purported 3% outside equity required for Talon to be off Enron's balance sheet. Glisan knew that Talon was not properly off Enron's balance sheet because it would not engage in hedging with transactions with Enron until LJM2 was no longer at risk. Glisan and others removed the risk by Enron and Talon entering into a "put," that is, a transaction that purportedly served to hedge Enron against a decline in its own stock value. Although it had no true business purpose, Enron purchased the "put" option for $41 million. The put was designed by Glisan and others as an ostensible reason to make a distribution of $41 million to LJM2, economically providing a return of and return on capital. Accordingly, Talon failed to meet the minimum equity test as required by the accounting rules for off balance sheet treatment. The Commission's complaint also alleges that, at year-end 1999, Enron sold to Merrill Lynch an interest in certain Nigerian power producing barges. Merrill Lynch purchased the interest only after Enron orally guaranteed that Merrill Lynch would not lose money, would receive a generous return, and would be taken out of the deal within six months. The transaction was necessary for Enron to meet year-end reporting requirements, including recognition of $12 million in earnings and $28 million in funds flow. Glisan was aware of the oral guarantee, as well as of the accounting goals driving the transaction. He took an active role in making sure that Merrill Lynch was taken out within six months at the promised rate of return, thereby preserving for Enron the accounting benefits previously recognized. Finally, the Commission's complaint alleges that Glisan and others participated in Enron's manipulation of its reported financial results through a series of complex structured-finance transactions, called "prepays," over a period of several years preceding Enron's bankruptcy. Enron used these transactions to report loans from financial institutions as cash from operating activities. Indeed, the structural complexity of these transactions had no business purpose aside from masking the fact that, in substance, they were loans to Enron. (See SEC v. J.P. Morgan Chase, Civil. Action No. H-03-2877 (S.D.Tex.) and In the Matter of Citigroup, Inc., Administrative Proceeding File No. 3-11192 (SEC).) As a result of the conduct of Glisan and others, Enron materially overstated its reported net cash flow from operating activities, materially understated its reported net cash flow from financing activities, and misrepresented the amount it borrowed. The Commission brought this action in coordination with the U.S. Department of Justice Enron Task Force. [SEC v. Ben F. Glisan, Jr., Case No. H-03-3628, SDTX)] (LR-18335; AAE Rel. 1852) INVESTMENT COMPANY ACT RELEASES THE MANAGERS FUNDS, ET AL. An order has been issued on an application filed by The Managers Funds, et al. exempting applicants from Section 15(a) of the Investment Company Act and Rule 18f-2 under the Act. The order amends a prior order that permits applicants to enter into and materially amend investment advisory agreements with sub-advisers without shareholder approval. (Rel. IC-26176 - September 9) . SELF-REGULATORY ORGANIZATIONS APPROVAL OF PROPOSED RULE CHANGE The Commission approved a proposed rule change (SR-NASD-2003-105) filed by the National Association of Securities Dealers to implement a six- month pilot program establishing fees for written interpretations of Nasdaq listing rules. (Rel. 34-48450) IMMEDIATE EFFECTIVENESS OF PROPOSED RULE CHANGE A proposed rule change (SR-PCX-2003-45) filed by the Pacific Exchange relating to the processing of Market Orders and Limited Price Orders entered during the Opening Session has become immediately effective under Section 19(b)(3)(A) of the Securities Exchange Act of 1934. Publication of the proposal is expected in the Federal Register during the week of September 9. (Rel. 34-48456) 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-3 MOBILITY ELECTRONICS INC, 7955 E REDFIELD RD, SCOTTSDALE, AZ, 85260, 4805960061 - 2,400,000 ($19,632,000.00) Equity, (File 333-108623 - Sep. 9) (BR. 03) S-8 EQUIDYNE CORP, 11300 SORRENTO VALLEY ROAD #255, SAN DIEGO, CA, 92121, 858-587-7777 - 2,670,000 ($1,764,600.00) Equity, (File 333-108624 - Sep. 9) (BR. 36) S-3 DEL MONTE FOODS CO, ONE MARKET @ THE LANDMARK, C/O DEL MONTE CORP, SAN FRANCISCO, CA, 94105, 415-247-3000 - 24,341,385 ($220,046,120.00) Equity, (File 333-108625 - Sep. 9) (BR. 04) S-3 KEANE INC, TEN CITY SQ, BOSTON, MA, 02129, 6172419200 - 0 ($150,000,000.00) Debt Convertible into Equity, (File 333-108626 - Sep. 9) (BR. 03) S-8 MILITARY RESALE GROUP INC, 2180 EXECUTIVE CIRCLE, COLORADO SPRINGS, CO, 80906, 7193914564 - 80,000 ($12,000.00) Equity, (File 333-108627 - Sep. 9) (BR. 09) S-8 MILITARY RESALE GROUP INC, 2180 EXECUTIVE CIRCLE, COLORADO SPRINGS, CO, 80906, 7193914564 - 500,000 ($75,000.00) Equity, (File 333-108628 - Sep. 9) (BR. 09) S-1 PROVIDENCE SELECT FUND LP, 596 N. 300 WEST, FREMONT, IN, 46737, 2608331306 - 10,000 ($10,000,000.00) Limited Partnership Interests, (File 333-108629 - Sep. 9) (BR. 07) S-8 HUMANA TRANS SERVICES HOLDING CORP, 7466 NEWRIDGE RD, -, HANOVER, MD, 21076, 4108558758 - 157,000 ($87,920.00) Equity, (File 333-108630 - Sep. 9) (BR. 09) S-8 MILLENNIUM BIOTECHNOLOGIES GROUP INC, 720 MILTON ROAD, STE J3, RYE, NY, 10580, 9149216389 - 5,000,000 ($2,975,000.00) Equity, (File 333-108631 - Sep. 9) (BR. 06) SB-2 NARROWSTEP INC, 91 NEW CAVENDISH STREET, LONDON UK, X0, W1W 6XE, 011442072087212 - 0 ($2,922,160.00) Equity, (File 333-108632 - Sep. 9) (BR. 09) S-4 MID-STATE BANCSHARES, 1026 GRAND AVE, ARROYO GRANDE, CA, 93420, 8054737700 - 0 ($10,122,654.00) Equity, (File 333-108634 - Sep. 9) (BR. 07) N-2 HANCOCK JOHN INCOME SECURITIES TRUST /MA, 101 HUNTINGTON AVE, JOHN HANCOCK FUNDS, BOSTON, MA, 02199-7603, 6173751702 - 40 ($1,000,000.00) Equity, (File 333-108636 - Sep. 9) (BR. 17) N-2 HANCOCK JOHN INVESTORS TRUST, 101 HUNTINGTON AVE, JOHN HANCOCK FUNDS, BOSTON, MA, 02199-7603, 6173751702 - 40 ($1,000,000.00) Equity, (File 333-108637 - Sep. 9) (BR. 17) S-8 WRIGHT MEDICAL GROUP INC, 5677 AIRLINE ROAD, ARLINGTON, TN, 38002, 9018679971 - 0 ($46,680,000.00) Equity, (File 333-108638 - Sep. 9) (BR. 36) S-8 SUN MICROSYSTEMS INC, 4150 NETWORK CIRCLE, SANTA CLARA, CA, 95054, 6509601300 - 366,261 ($58,601.76) Equity, (File 333-108639 - Sep. 9) (BR. 03) S-8 ANSWERTHINK INC, 1001 BRICKELL BAY DRIVE, SUITE 3000, MIAMI, FL, 33131, 3053758005 - 0 ($4,815,000.00) Equity, (File 333-108640 - Sep. 9) (BR. 08) S-3 ICOS CORP / DE, 22021-20TH AVENUE S.E.,, BOTHELL, WA, 98021, 2064851900 - 0 ($278,650,000.00) Debt Convertible into Equity, (File 333-108641 - Sep. 9) (BR. 01) S-3 KANEB PIPE LINE OPERATING PARTNERSHIP LP, 2435 NORTH CENTRAL EXPRESSWAY, RICHARDSON, TX, 75080, 9726994031 - 0 ($500,000,000.00) Non-Convertible Debt, (File 333-108642 - Sep. 9) (BR. 04) S-3 GLOBALSANTAFE CORP, 15375 MEMORIAL DRIVE, -, HOUSTON, TX, 77079-4483, 281-925-6000 - 0 ($1,000,000,000.00) Unallocated (Universal) Shelf, (File 333-108643 - Sep. 9) (BR. 04) S-3 FEI CO, 7451 NE EVERGREEN PWY, HILLSBORO, OR, 97124-5830, 5036901500 - 0 ($170,340,000.00) Other, (File 333-108644 - Sep. 9) (BR. 36) S-1 HEMISPHERX BIOPHARMA INC, 1617 JFK BLVD #660, ONE PENN CENTER, PHILADELPHIA, PA, 19104, 2159880080 - 7,891,789 ($15,057,051.00) Equity, (File 333-108645 - Sep. 9) (BR. 01) S-3 PUMATECH INC, 2550 N FIRST ST, STE 500, SAN JOSE, CA, 95131, 4083217650 - 0 ($434,257.00) Equity, (File 333-108646 - Sep. 9) (BR. 03) S-3 RPM INTERNATIONAL INC/DE/, 2628 PEARL RD, P O BOX 777, MEDINA, OH, 44258, 3302735090 - 297,000,000 ($150,041,430.00) Debt Convertible into Equity, (File 333-108647 - Sep. 9) (BR. 02) S-3 NELNET STUDENT LOAN FUNDING LLC, 1215 13TH ST, SUITE 301, LINCOLN, NE, 68508, 4024239583 - 4,000,000 ($4,000,000,000.00) Asset-Backed Securities, (File 333-108649 - Sep. 9) (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 10 11 12 13 DATE COMMENT ------------------------------------------------------------------------------------------------ ABFC MORTGAGE LOAN ASSET BACKED CERT DE X X 08/25/03 ABSS CORP DE X 09/02/03 ACE SECURITIES CORP HOME EQ LOAN TR S DE X X 08/25/03 ACE SECURITIES CORP HOME EQUITY LOAN DE X X 08/25/03 AEGIS MTG LOAN ASSET BACKED CERTS SER NY X X 08/25/03 AMERICAN EXPRESS CO NY X 09/08/03 AMERICAN HEALTHWAYS INC DE X X 09/05/03 AMERICAN PHYSICIANS CAPITAL INC MI X X 09/09/03 ANNALY MORTGAGE MANAGEMENT INC MD X X X 09/09/03 ANTICLINE URANIUM INC NV X X 08/19/03 ARRIS GROUP INC DE X X 03/21/03 ASHCROFT HOMES CORP CO X 04/03/03 AMEND ASIAN ALLIANCE VENTURES INC NV X X 09/09/03 ATCHISON CASTING CORP KS X X 09/08/03 BANC OF AMERICA COMMERCIAL MORTGAGE I DE X X 09/08/03 BANC OF AMERICA FUNDING CORP MORT PAS DE X X 08/20/03 BANC OF AMERICAN FUNDING CORP MORT PA DE X X 08/25/03 BANK OF AMERICA MORT SEC INC MORT PAS DE X X 08/25/03 BARNEYS NEW YORK INC X X 09/09/03 BELLSOUTH CORP GA X 09/09/03 BION ENVIRONMENTAL TECHNOLOGIES INC CO X X 08/25/03 BLYTH INC DE X 09/04/03 BON TON STORES INC PA X X 09/09/03 BROWN TOM INC /DE DE X 09/04/03 BUFFETS INC MN X X 09/09/03 C&D TECHNOLOGIES INC DE X X 09/09/03 CAPITAL ONE FINANCIAL CORP DE X 09/09/03 CHART INDUSTRIES INC DE X 09/09/03 CHATEAU COMMUNITIES INC MD X X 09/03/03 CHEESECAKE FACTORY INCORPORATED DE X 09/09/03 CIGNA CORP DE X 09/09/03 CIRCUIT CITY STORES INC VA X 09/05/03 CNL RETIREMENT PROPERTIES INC MD X X 08/25/03 COEUR D ALENE MINES CORP ID X X 09/04/03 COINSTAR INC DE X X 09/08/03 COLLEGIATE PACIFIC INC DE X X 09/08/03 COMMERCIAL MORTGAGE PASS-THROUGH CERT DE X X 09/05/03 COOPER COMPANIES INC DE X X 09/03/03 CORIXA CORP DE X X 08/26/03 COUNTRYWIDE FINANCIAL CORP DE X 08/31/03 COVANTA ENERGY CORP DE X X 09/05/03 CREDIT SUISSE FIRST BOSTON MORTGAGE S DE X X 09/08/03 CREDIT SUISSE FIRST BOSTON MORTGAGE S DE X 09/09/03 CRESCENT BANKING CO GA X 09/09/03 CRESCENT FINANCIAL CORP NC X X X 07/15/03 CSFB MORTGAGE BACKED PASS THROUGH CER DE X X 08/25/03 CSK AUTO CORP DE X X 09/09/03 DAN RIVER INC /GA/ GA X 02/04/03 AMEND DAUGHERTY RESOURCES INC X 09/05/03 DEUTSCHE MORTGAGE SECURITIES INC MORT X X 08/25/03 DHB INDUSTRIES INC DE X X 09/05/03 AMEND DIGITALTHINK INC DE X X 09/08/03 DOBSON COMMUNICATIONS CORP OK X X X 09/08/03 DOCUMENTUM INC DE X 12/10/02 AMEND ENERGY PRODUCERS INC NV X 08/20/03 FANSTEEL INC DE X 07/31/03 FARO TECHNOLOGIES INC FL X X 09/09/03 FIFTH THIRD BANCORP OH X X 09/09/03 FINANCIAL ASSET SEC CORP FIRST FRANKL DE X X 08/25/03 FIRST FRANKLIN MORTGAGE LOAN TRUST 20 DE X X 08/25/03 FIRST FRANKLIN MORTGAGE LOAN TRUST 20 DE X X 08/25/03 FIRST FRANKLIN MORTGAGE LOAN TRUST 20 DE X X 08/25/03 FIRST HORIZON ASSET SECURITIES INC DE X X 08/29/03 FIRST SECURITY BANCORP INC /KY/ KY X 09/03/03 FRESENIUS MEDICAL CARE HOLDINGS INC / NY X 08/22/03 FUELCELL ENERGY INC DE X 09/09/03 GENAERA CORP DE X X 09/08/03 GENEREX BIOTECHNOLOGY CORP DE X 01/16/02 AMEND GLOTECH INDUSTRIES INC NV X 09/09/03 AMEND GMAC COMMERCIAL MORTGAGE SECURITIES I DE X 09/09/03 GREATER BAY BANCORP CA X X X 09/04/03 GREENPOINT MORT SEC INC MORT BACK PS DE X 09/09/03 GREG MANNING AUCTIONS INC NY X X 09/05/03 HANOVER DIRECT INC DE X X X 09/03/03 HCSB FINANCIAL CORP SC X 09/09/03 I MANY INC DE X X 09/09/03 IMPAX LABORATORIES INC DE X 09/09/03 INDYMAC BANCORP INC DE X 09/09/03 INLAND RETAIL REAL ESTATE TRUST INC MD X 06/30/03 INSPIRE PHARMACEUTICALS INC DE X 09/09/03 INTERNATIONAL LEASE FINANCE CORP CA X 09/04/03 INTERNET BUSINESS INTERNATIONAL INC NV X X 09/02/03 INTERNET BUSINESS INTERNATIONAL INC NV X X 09/02/03 INTERPUBLIC GROUP OF COMPANIES INC DE X X 07/10/03 INVESTMENT TECHNOLOGY GROUP INC DE X 09/09/03 IRON AGE CORP DE X X 09/09/03 IRON AGE HOLDINGS CORP DE X X 09/09/03 ITRON INC /WA/ WA X X 09/08/03 IVI COMMUNICATIONS INC NV X 05/08/02 J2 GLOBAL COMMUNICATIONS INC DE X X 09/08/03 JARDEN CORP DE X X 09/08/03 JOHNSON CONTROLS INC WI X 09/09/03 JOURNAL CO X X 09/05/03 JOURNAL COMMUNICATIONS INC WI X X 09/05/03 KAMAN CORP CT X 09/08/03 KELLER MANUFACTURING CO IN X X 09/09/03 KV PHARMACEUTICAL CO /DE/ DE X X 09/08/03 LABORATORY CORP OF AMERICA HOLDINGS DE X 09/09/03 LANVISION SYSTEMS INC DE X 09/08/03 LEAR CORP /DE/ DE X X 09/09/03 LENNAR CORP /NEW/ DE X X 09/08/03 LEXENT INC DE X X 09/09/03 LEXINGTON CORPORATE PROPERTIES TRUST MD X X 08/19/03 LINCOLN LOGS LTD NY X 09/09/03 LNR PROPERTY CORP DE X X 09/08/03 MACROCHEM CORP DE X 09/09/03 MANDALAY RESORT GROUP NV X 09/08/03 MARTEK BIOSCIENCES CORP DE X X 09/09/03 MASTER ADJUSTABLE RATE MORTGAGES TRUS DE X X 08/25/03 MASTR ASSET SECURITIZATION TRUST 2003 DE X X 08/25/03 MEDIAWORX INC WY X 09/09/03 AMEND MERA PHARMACEUTICALS INC DE X 09/02/03 MEREDITH CORP IA X 09/09/03 MERRILL LYNCH MORTGAGE INVESTORS INC DE X X 09/04/03 METAL MANAGEMENT INC DE X X 09/08/03 MFB CORP IN X 09/09/03 MONSANTO CO /NEW/ DE X X 09/04/03 MORGAN STANLEY ABS CAPITAL I INC CDC DE X X 08/25/03 MORGAN STANLEY DEAN WITTER CAPITAL I DE 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08/25/03 STRUCTURED ASSET MORTGAGE INVESTMENTS DE X X 09/02/03 STRUCTURED ASSET MORTGAGE INVESTMENTS DE X X 08/25/03 STRUCTURED ASSET MORTGAGE INVESTMENTS DE X X 08/25/03 STRUCTURED ASSET SEC CORP MORT PASS T DE X X 08/25/03 STRUCTURED ASSET SECURITIES CORP MO P DE X 08/25/03 SYNAGRO TECHNOLOGIES INC DE X X 09/09/03 TEJON RANCH CO DE X 09/09/03 TEKRON INC DE X X 09/01/03 TELECOMMUNICATION PRODUCTS INC CO X 09/08/03 TEXAS INSTRUMENTS INC DE X 09/09/03 TEXAS REGIONAL BANCSHARES INC TX X X 09/09/03 UNITED DOMINION REALTY TRUST INC MD X X 09/05/03 UNIVERSAL CORP /VA/ VA X X 09/09/03 UNIVERSAL SECURITY INSTRUMENTS INC MD X 09/08/03 UTEK CORP X X 09/05/03 VERSANT CORP CA X X 09/09/03 VIALINK CO DE X 09/09/03 VOLT INFORMATION SCIENCES INC NY X X 09/09/03 VON HOFFMANN CORP X X 09/08/03 WAMU MORTAGE PASS THRU CERT SERIES 20 DE X X 09/01/03 WAMU MORTGAGE PASS THROUGH CER SER 20 DE X X 09/01/03 WAMU MORTGAGE PASS THROUGH CERT SER 2 DE X X 09/01/03 WAMU MORTGAGE PASS THROUGH CERTIFICAT DE X X 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