SEC NEWS DIGEST Issue 2002-240 December 13, 2002 RULES AND RELATED MATTERS EXEMPTION FOR CERTAIN INVESTMENT ADVISERS OPERATING THROUGH THE INTERNET The Commission has adopted a new rule under the Investment Advisers Act of 1940, to exempt certain investment advisers that provide investment advice through the Internet from the prohibition on Commission registration. New Rule 203A-2(f) provides relief to certain investment advisers who provide investment advice exclusively through interactive websites on the Internet, where the advisers' computer models or applications formulate investment advice in response to individualized information input by clients. The rule includes a de minimis exception under which an adviser relying on the rule may accept fewer than 15 non- Internet clients during the previous 12 months, and requires the adviser to maintain records demonstrating compliance with these criteria. Related amendments prohibit an adviser from relying on an Internet adviser's registration under Rule 203A-2(f) to establish eligibility for Rule 203A-2(c), exempting from the prohibition on Commission registration certain investment advisers in a common control relationship with an SEC-registered adviser. The Commission also made conforming amendments to Part 1 of Form ADV, the investment adviser registration form. The rule and amendments will be effective January 20, 2003. FOR FURTHER INFORMATION CONTACT: Marilyn Barker, Senior Counsel, Jamey Basham, Special Counsel, or Jennifer L. Sawin, Assistant Director, at 202-942-0719 or IArules@sec.gov, Office of Investment Adviser Regulation, Division of Investment Management, Securities and Exchange Commission, 450 Fifth Street, N.W., Washington, D.C. 20549-0506. (Rel. IA-2091) ENFORCEMENT PROCEEDINGS IN THE MATTER OF SCOTT EDWARDS, CPA An Administrative Law Judge has issued an Initial Decision in the Matter of Scott E. Edwards, CPA. The Initial Decision concludes that Edwards violated Rule 102(e) in his 1995 audit of Firstmark Corporation. It prevents Edwards from appearing or practicing before the Securities and Exchange Commission as an accountant for one year. (Initial Decision No. 219; File No. 3-10220) COMMISSION DECLARES DECISION AS TO STEVEN ERLSTEN FINAL The decision of an administrative law judge with respect to Steven J. Erlsten has become final. The law judge sanctioned Erlsten for failing to disclose to his customers that he would receive compensation for recommending securities to them. The law judge barred Erlsten from associating with a broker or dealer or with a member of a national securities exchange or a registered securities association. The law judge further ordered that Erhlen cease and desist from committing or causing violations or future violations 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. (Rels. 33-8162; 34- 46989; File No. 3-10033) SEC SUES FORMER CEO, CFO AND OTHER TOP EXECUTIVES OF SAFETY-KLEEN CORP. FOR ACCOUNTING FRAUD; COMPANY CONSENTS TO PERMANENT INJUNCTION; CRIMINAL CHARGES FILED AGAINST TWO FORMER OFFICERS On Dec. 12, the Commission filed a complaint in the United States District Court for the Southern District of New York charging Safety- Kleen Corp. and four of its former senior executives with perpetrating a massive accounting fraud from at least November 1998 through March 2000. The Commission alleged that these individuals materially overstated the company's revenue and earnings in periodic reports filed with the Commission and in press releases issued by the company. According to the complaint, the defendants carried out the scheme primarily by making inappropriate quarterly accounting adjustments for the purpose of meeting Wall Street pro forma earnings expectations. They are also charged with fraudulently recording approximately $38 million of cash that was generated by entering into speculative derivatives transactions. The complaint alleges that the fraudulent scheme was orchestrated by Paul R. Humphreys, the former Chief Financial Officer. William D. Ridings, the former Controller, and Thomas W. Ritter, Jr., the former Vice President of Accounting, assisted Humphreys. As set forth in the complaint, these executives engaged in the illegal conduct to create the illusion that predicted cost savings and business synergies from two large acquisitions were being achieved. In fact, the expected savings had not materialized, the company's business was declining rapidly, and the company was facing a severe cash flow problem. To make up for the earnings shortfall, Humphreys, Ridings and Ritter recorded, or directed others to record, numerous adjustments that were not in conformity with generally accepted accounting principles. The adjustments were made to multiple accounts and generally can be categorized as follows: (i) improper revenue recognition; (ii) improper capitalization and deferral of operating expenses; (iii) improper treatment of reserves and accruals; and (iv) improper recording of derivatives transactions. The complaint alleges that Kenneth W. Winger, the former Chief Executive Officer, signed Safety-Kleen's periodic reports and knew or was reckless in not knowing that the financial statements contained in those reports were materially false and misleading. The complaint also alleges that all of the defendants knew or were reckless in not knowing that the company's quarterly earnings press releases were materially false and misleading. After the fraudulent scheme was discovered in late February 2000, the company began an internal investigation, which was conducted by a special committee of the Board of Directors. On July 9, 2001, Safety- Kleen filed restated financial statements for fiscal years 1997, 1998 and 1999. The company's restatement reduced net income over the three- year period by $534 million. Approximately $312 million, or 58%, of the restated net income was in fiscal 1999. Also on July 9, 2001, the company filed financial statements for fiscal year 2000 reflecting a net loss of $833 million. According to the complaint, through this conduct, (i) Safety-Kleen violated Section 17(a) of the Securities Act of 1933 and Sections 10(b), 13(a), 13(b)(2)(A) and 13(b)(2)(B) of the Securities Exchange Act of 1934 and Rules 10b-5, 12b-20, 13a-1 and 13a-13 thereunder, (ii) Winger violated Section 17(a) of the Securities Act and Section 10(b) of the Exchange Act and Rules 10b-5 and 13b2-2 thereunder, and (iii) Humphreys, Ridings and Ritter violated Section 17(a) of the Securities Act and Sections 10(b) and 13(b)(5) of the Exchange Act and Rules 10b-5 and 13b2- 1 thereunder. Humphreys and Ridings also violated Exchange Act Rule 13b2-2. As relief, the Commission is seeking permanent injunctions, disgorgement of defendants' ill-gotten gains, prejudgment interest, and the imposition of civil penalties against Winger, Humphreys, Ridings and Ritter. The Commission is also seeking officer and director bars against Winger, Humphreys and Ridings. The United States Attorney's Office for the Southern District of New York has filed related criminal charges against Humphreys and Ridings. Ridings has entered a guilty plea and is waiting to be sentenced. Ridings also consented, without admitting or denying the allegations in the Commission's complaint, to the entry of a final judgment permanently enjoining him from violating Section 17(a) of the Securities Act, Sections 10(b) and 13(b)(5) of the Exchange Act and Rules 10b-5, 13b2-1 and 13b2-2 thereunder. He also agreed to be permanently barred from serving as an officer or director of a public company and to pay $28,476.14 of disgorgement and prejudgment interest. Simultaneous with the filing of the complaint, and without admitting or denying the Commission's allegations, Safety-Kleen consented to the entry of a final judgment permanently enjoining it from violating Section 17(a) of the Securities Act, Sections 10(b), 13(a), 13(b)(2)(A) and 13(b)(2)(B) of the Exchange Act and Rules 10b-5, 12b-20, 13a-1 and 13a-13 thereunder. Ritter consented, without admitting or denying the allegations in the complaint, to the entry of a final judgment permanently enjoining him from violating Section 17(a) of the Securities Act, Sections 10(b) and 13(b)(5) of the Exchange Act and Rules 10b-5, and 13b2-1 thereunder. A civil penalty was not imposed against Ritter, and disgorgement and prejudgment interest were waived, based on his sworn statement of financial condition. In a related matter, the Commission instituted a settled cease-and- desist proceeding against Susan Moore, Safety-Kleen's former financial reporting manager. Moore consented to the entry of the order instituting proceedings without admitting or denying the findings therein, including findings that, as directed by her superiors, she participated in the preparation of financial statements that, in the exercise of reasonable care, she should have known were not in conformity with generally accepted accounting principles. Moore was ordered to cease and desist from causing violations and any future violations of Sections 13(a), 13(b)(2)(A) and 13(b)(2)(B) of the Exchange Act and Rules 13a-1, 13a-13 and 12b-20 thereunder. The Commission acknowledges the cooperation of the United States Attorney's Office for the Southern District of New York and the Federal Bureau of Investigation in this matter. [SEC v. Safety-Kleen Corp., Kenneth W. Winger, Paul R. Humphreys, William D. Ridings, and Thomas W. Ritter, Jr., Civil Action No. 02-CV-9791 (CSH) SDNY] (LR-17891, AAE Rel. 1690); (In the Matter of Susan Moore - Rel. 34-46988; AAE Rel. 1689, File No. 3-10970) U.S. DISTRICT COURT ENJOINS TULSA INVESTMENT ADVISER AND BROKER-DEALER FROM VIOLATING SECURITIES LAWS, ORDERS AN INDEPENDENT CONSULTANT TO OVERSEE BOTH COMPANIES' OPERATIONS, AND ORDERS OWNER WENDELL BELDEN TO DIVEST ALL OWNERSHIP AND CONTROL OF BOTH COMPANIES On Nov. 21, the Commission obtained by consent, permanent injunctions and other relief in its enforcement action against Southmark Advisory, Inc. (Southmark Adviser), an SEC-registered investment adviser, Southmark, Inc. (Southmark Broker), an SEC-registered broker-dealer, and Wendell D. Belden (Belden), the owner of both firms. ACCORDING TO THE SEC'S COMPLAINT, BELDEN USED SOUTHMARK ADVISER AND SOUTHMARK BROKER TO DEFRAUD HIS PREDOMINANTLY ELDERLY CLIENTS, BY MISLEADING THEM ABOUT THE SECURITY OF THEIR INVESTED PRINCIPAL, AND BY FAILING TO INFORM THEM OF ALTERNATIVE INVESTMENT OPPORTUNITIES IN ORDER TO ENRICH HIMSELF AT THEIR EXPENSE. THE SEC ALLEGED THAT BELDEN ATTRACTED SENIORS DESIRING SAFE INVESTMENTS BY ADVERTISING CERTIFICATES OF DEPOSIT (CDS), AND THEN AGGRESSIVELY PITCHED TO THE PROSPECTIVE INVESTORS, IN LIEU OF CDS, A PURPORTEDLY PERSONALIZED, MANAGED MUTUAL FUND INVESTMENT PROGRAM. THE SEC ALLEGED THAT BELDEN DEFRAUDED HIS CLIENTS IN A NUMBER OF WAYS: BY LYING ABOUT THE SAFETY OF THE MANAGED MUTUAL FUND PROGRAM; BY FAILING TO TELL THE CLIENTS ABOUT OTHER INVESTMENT OPTIONS THAT WERE MORE ADVANTAGEOUS; BY FAILING TO TELL THE CLIENTS THAT SOUTHMARK BROKER WOULD EARN A 4% SALES COMMISSION IF THE CLIENTS INVESTED IN THE MANAGED MUTUAL FUND PROGRAM; AND BY FAILING TO TELL THE CLIENTS ABOUT DISCIPLINARY SANCTIONS THAT THE STATE OF OKLAHOMA AND THE NASD HAD IMPOSED AGAINST BELDEN. WITHOUT ADMITTING OR DENYING THE ALLEGATIONS IN THE COMMISSION'S COMPLAINT, ALL DEFENDANTS CONSENTED TO THE JUDGMENT, ENTERED NOV. 21, BY U. S. DISTRICT JUDGE JAMES O. ELLISON OF THE NORTHERN DISTRICT OF OKLAHOMA, WHICH ENJOINS SOUTHMARK ADVISER, SOUTHMARK BROKER, AND BELDEN FROM VIOLATING, AND AIDING AND ABETTING VIOLATIONS OF SECTION 17(A) OF THE SECURITIES ACT OF 1933, SECTION 10(B) OF THE SECURITIES EXCHANGE ACT OF 1934 AND RULES 10B-5 AND 15B3-1 THEREUNDER, AND SECTIONS 204, 206(1), 206(2), 206(4) AND 207 OF THE INVESTMENT ADVISERS ACT AND RULES 204- 1(A)(2), 206(4)-4(A)(2), AND 206(4)-4(C) THEREUNDER. In the judgment, the court also appointed an Independent Consultant to Southmark Adviser and Southmark Broker to oversee the firms' practices, policies and procedures, ensure their compliance with the securities laws, and keep Commission staff apprised of their activities. Previously, at the Commission's request, the court had appointed a receiver for the Southmark entities and directed that Belden not interfere with the companies' activities. The court's Nov. 21st order directs that Belden continue to have no further affiliation or association, direct or indirect, with the Southmark entities. The court also held a hearing on the financial condition of Belden and the Southmark entities. After considering sworn financial statements provided by Belden, the investigative report presented by the court- appointed receiver in the case, and testimony from the receiver, the court determined that neither Belden nor the Southmark entities had the financial ability to pay disgorgement or a civil penalty, relief that had been sought by the Commission, and the court dismissed these Commission claims. [SEC v. Southmark Advisory, Inc., Southmark, Inc., and Wendell D. Belden, Civil Action No. 02-CV-830-E (M), USDC, NDOK] (LR- 17892) COMMISSION CHARGES RAND SHAPIRO AND JOHN WEIL WITH INSIDER TRADING The Commission announced the filing, on Dec. 10, 2002, of a complaint in the United States District Court for the Middle District of Florida, alleging insider trading in the securities of Kaye Group, Inc. (Kaye Group) by Rand E. Shapiro, of Orlando, Florida, and John D. Weil, of St. Louis, Missouri. These two individuals purchased the securities of Kaye Group in advance of a Jan. 20, 2001, announcement of the company's acquisition by Hub International Limited (Hub). Neither Shapiro nor Weil was an insider of Kaye Group, and each purchased Kaye Group stock after speaking with a director of Kaye Group and learning of the possibility that Kaye Group would be purchased by another company. The complaint seeks permanent injunctions for violations of the antifraud provisions of the securities laws, disgorgement and civil penalties. Simultaneously with the filing of the complaint, and without admitting or denying the Commission's allegations, the defendants consented to the entry of Final Judgments permanently enjoining them from future violations of Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5 thereunder. The Final Judgments also require that Shapiro disgorge $35,804 plus prejudgment interest, and pay a civil penalty of $35,804, and that Weil disgorge $46,712 plus prejudgment interest, and pay a civil penalty of $46,712. Kaye Group, which was headquartered in New York, New York, was a holding company which, through its subsidiaries, engaged in insurance brokerage, underwriting and related activities. Its shares were listed on the NASDAQ National Market until June 28, 2001, when it was acquired by Hub, an international insurance brokerage holding company headquartered in Ontario, Canada and Chicago, Illinois. THE COMMISSION'S COMPLAINT ALLEGES THAT SHAPIRO SPOKE FREQUENTLY WITH A KAYE GROUP DIRECTOR AND SHAREHOLDER WHO WAS A CLOSE FRIEND AND BUSINESS ASSOCIATE SEEKING PERSONAL ADVICE FROM SHAPIRO. WEIL, WHO OWNED 10 PERCENT OF THE STOCK OF KAYE GROUP, SPOKE WITH ANOTHER KAYE GROUP DIRECTOR IN DECEMBER 2000, ABOUT THE FUTURE OF THE COMPANY, DURING WHICH TIME WEIL WAS TOLD ABOUT THE POSSIBLE PURCHASE. SHAPIRO AND WEIL, KNOWING THAT THE INFORMATION CONCERNING THE ACQUISITION WAS PROVIDED IN THE BELIEF THAT EACH WOULD KEEP THE INFORMATION CONFIDENTIAL, EACH UNLAWFULLY MISAPPROPRIATED AND USED THE INFORMATION FOR HIS OWN BENEFIT. THE COMPLAINT FURTHER ALLEGES THAT, WHILE IN POSSESSION OF MATERIAL NONPUBLIC INFORMATION, SHAPIRO PURCHASED 5,800 SHARES OF KAYE GROUP STOCK ON FOUR SEPARATE OCCASIONS IN NOVEMBER AND DECEMBER 2000, AND REALIZED PROFITS OF $35,804 FROM HIS UNLAWFUL TRADING. WEIL PURCHASED 7,400 SHARES OF KAYE GROUP ON FOUR DIFFERENT OCCASIONS IN HIS FUTURE WIFE'S BROKERAGE ACCOUNTS AND REALIZED PROFITS OF $46,712 FROM HIS UNLAWFUL TRADING. [SEC V. RAND E. SHAPIRO AND JOHN D. WEIL, CIVIL ACTION NO. 02-CV-1470, M.D. FLA.] (LR-17893) 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 SEAGATE TECHNOLOGY HOLDINGS, P.O. BOX 309GT, UGLAND HOUSE, SOUTH CHURCH STREET, GEORGE TOWN, GRAND CAYMAN, E9, 00000, 345-949-8066 - 0 ($98,800,000.00) Equity, (File 333-101789 - Dec. 12) (BR. 03) S-3 RESIDENTIAL ACCREDIT LOANS INC, 8400 NORMADALE LAKE BLVD, STE 600, MINNEAPOLIS, MN, 55437, 952-832-7000 - 1,000,000 ($1,000,000.00) Asset-Backed Securities, (File 333-101791 - Dec. 12) (BR. 05) S-8 RADIOSHACK CORP, 100 THROCKMORTON ST, STE 1700, FORT WORTH, TX, 76102, 8174153700 - 2,000,000 ($41,560,000.00) Equity, (File 333-101792 - Dec. 12) (BR. 02) S-8 NOVA CHEMICALS CORP /NEW, 645, SEVENTH AVENUE S.W., CALGARY, A0, T2P 4G8, 4037503600 - 0 ($58,110,000.00) Other, (File 333-101793 - Dec. 12) (BR. 02) S-8 SYNGENTA AG, SCHWARZWALDALLEE 215, (41-61) 697-1111, BASEL SWITZERLAND, V8, 4058, 18,444,529 ($213,148,968.00) Equity, (File 333-101794 - Dec. 12) (BR. 02) S-8 AMERICREDIT CORP, 801 CHERRY STREET, SUITE 3900, FORT WORTH, TX, 76102, 8173027000 - 0 ($52,780,000.00) Equity, (File 333-101795 - Dec. 12) (BR. 07) S-8 DEPOMED INC, 1360 O'BRIEN DRIVE, MENLO PARK, CA, 94025, 6504625900 - 0 ($865,000.00) Equity, (File 333-101796 - Dec. 12) (BR. 01) S-8 XCELERA INC, C/O RHB TRUST CO LTD - ONE REGIS PL, P O BOX 1787, GRAND CAYMAN CAYMAN, E9, 75008, 8099497500 - 18,000,000 ($13,680,000.00) Equity, (File 333-101797 - Dec. 12) (BR. 08) S-3 MIDAMERICAN ENERGY CO, 666 GRAND AVE, P O BOX 657, DES MOINES, IA, 50306-9244, 5152424300 - 0 ($600,000,000.00) Debt Convertible into Equity, (File 333-101800 - Dec. 12) (BR. 02) S-11 GRANITE MORTGAGES 03-1 PLC, 0 ($1,950,000,000.00) Mortgage Backed Securities, (File 333-101801 - Dec. 12) (BR. ) S-8 AMERIVEST PROPERTIES INC, 1780 S BELLAIRE ST, SUITE 515, DENVER, CO, 80222, 3032971800 - 86,000 ($520,300.00) Equity, (File 333-101802 - Dec. 12) (BR. 08) S-8 AMERIVEST PROPERTIES INC, 1780 S BELLAIRE ST, SUITE 515, DENVER, CO, 80222, 3032971800 - 191,000 ($1,155,550.00) Equity, (File 333-101803 - Dec. 12) (BR. 08) S-8 THINKPATH INC, 55 UNIVERSITY AVE STE 505, TORONTO, ONTARIO, CANADA, M5J 2H7, 4163648800 - 10,600,000 ($636,000.00) Other, (File 333-101804 - Dec. 12) (BR. 03) S-8 CULP INC, 101 S MAIN ST, HIGH POINT, NC, 27260, 3368895161 - 0 ($9,175,000.00) Equity, (File 333-101805 - Dec. 12) (BR. 02) S-8 STARBUCKS CORP, P O BOX 34067, SEATTLE, WA, 98124-1067, 2064471575 - 12,000,000 ($249,360.00) Equity, (File 333-101806 - Dec. 12) (BR. 05) SB-2 SIONIX CORP /UT/, 9272 JERONIMO RD, SUITE 108, IRVINE, CA, 92618, 9494549283 - 24,967,742 ($8,738,710.00) Equity, (File 333-101808 - Dec. 12) (BR. 36) F-6 TRAVELSKY TECHNOLOGY LTD, NO. 128, ZHICHUN ROAD, HAIDIAN DISTRICT, BEIJING, F5, 100086, 10,000,000 ($500,000.00) ADRs/ADSs, (File 333-101809 - Dec. 12) (BR. ) S-8 PACEL CORP, 8870 RIXLEW LANE SUITE 201, MANASSAS, VA, 20109, 7032574759 - 100,000,000 ($520,000.00) Equity, (File 333-101810 - Dec. 12) (BR. 03) S-4 WASTE MANAGEMENT INC, 1001 FANNIN STREET, STE 4000, HOUSTON, TX, 77002, 7135126200 - 0 ($400,000,000.00) Non-Convertible Debt, (File 333-101811 - Dec. 12) (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. 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 ---------------------------------------------------------------------------------- ABRAXAS PETROLEUM CORP NV X 12/12/02 ACACIA RESEARCH CORP DE X X 12/11/02 ACTRADE FINANCIAL TECHNOLOGIES LTD DE X X X 12/12/02 AES CORPORATION DE X 12/12/02 AES CORPORATION DE X 12/12/02 AIRPLANES LTD DE X 12/12/02 ALABAMA POWER CO AL X X 12/06/02 ALFACELL CORP DE X 12/06/02 AMERICAN WATER WORKS CO INC DE X 12/12/02 AMERIQUEST MORT SEC INC ASSET BCKD PS DE X 10/25/02 AON CORP DE X X 12/11/02 APPIANT TECHNOLOGIES INC DE X X 11/13/02 AMEND APPLEBEES INTERNATIONAL INC DE X 12/12/02 APPLEBEES INTERNATIONAL INC DE X 12/12/02 APPLIED MICRO CIRCUITS CORP DE X X 12/10/02 ARLINGTON HOSPITALITY INC DE X X 12/12/02 ARMAGH GROUP INC X X X X X 11/26/02 AMEND ATALANTA SOSNOFF CAPITAL CORP /DE/ DE X X 12/06/02 ATLANTIC COAST AIRLINES HOLDINGS INC DE X 12/11/02 ATLANTIC TECHNOLOGY VENTURES INC DE X X 12/05/02 AUTOZONE INC NV X X 12/12/02 AXCELIS TECHNOLOGIES INC DE X 12/11/02 BANCTEC INC DE X X X X 11/27/02 BANGOR HYDRO ELECTRIC CO ME X 12/12/02 BANK ONE DELAWARE NATIONAL ASSOCIAT X X 12/12/02 BANK ONE DELAWARE NATIONAL ASSOCIAT X X 12/12/02 BANKRATE INC FL X X 12/12/02 BBC GRAPHICS OF PALM BEACH INC FL X 12/05/02 CANYON RESOURCES CORP DE X X 12/11/02 CAPITAL ONE AUTO FINANCE TRUST 2002-C DE X X 12/02/02 CAREY W P & CO LLC DE X X 12/11/02 CATALINA LIGHTING INC FL X X 12/11/02 CENTERPOINT ENERGY INC X X 12/11/02 CHAMPPS ENTERTAINMENT INC/ MA DE X X 12/04/02 CHESAPEAKE FINANCIAL SHARES INC VA X X 12/11/02 CIENA CORP DE X X 12/12/02 CIRCOR INTERNATIONAL INC DE X X 12/04/02 COCA COLA CO DE X 12/11/02 COLE COMPUTER CORP NV X 12/09/02 COMPUTER MOTION INC DE X X 12/12/02 CONSECO FINANCE SECURITIZATIONS CORP DE X 06/14/02 CORPORATE ASSET BACKED CORP DE X 12/02/02 CPB INC HI X X 12/12/02 CREATIVE COMPUTER APPLICATIONS INC CA X 12/12/02 CREDIT SUISSE FIRST BOSTON MORTGAGE A DE X 12/02/02 CRIIMI MAE FINANCIAL CORP MD X 12/01/02 CRITICAL HOME CARE INC NV X 12/10/02 CROMPTON CORP DE X X 12/12/02 CSFB MORTGAGE PASS THROUGH CERTIFICAT DE X X 06/25/02 CSFB MORTGAGE PASS THROUGH CERTIFICAT DE X X 07/25/02 CSFB MORTGAGE PASS THROUGH CERTIFICAT DE X X 08/25/02 CSFB MORTGAGE PASS THROUGH CERTIFICAT DE X X 09/25/02 CSFB MORTGAGE PASS THROUGH CERTIFICAT DE X X 10/25/02 CSFB MORTGAGE PASS THROUGH CERTIFICAT DE X X 11/25/02 CSFB MORTGAGE PASS THROUGH CERTIFICAT DE X X 11/25/02 CURTISS WRIGHT CORP DE X 10/29/02 AMEND CWABS INC DE X X 12/12/02 CWMBS INC DE X X 11/27/02 CWMBS INC DE X X 11/27/02 DIGITAS INC DE X X 12/10/02 DIRECT INSITE CORP DE X 12/08/02 DISCOVER CARD MASTER TRUST I DE X X 12/11/02 EL PASO ENERGY PARTNERS LP DE X X 11/27/02 EMTEC INC/NJ UT X 08/12/02 AMEND ENERGY EXPLORATION TECHNOLOGIES / A0 X 11/27/02 ESTERLINE TECHNOLOGIES CORP DE X X 12/05/02 FINANCIAL INDUSTRIES CORP TX X 12/11/02 GILEAD SCIENCES INC DE X X 12/12/02 GS MORTGAGE SECURITIES CORP MORT PAS DE X X 11/25/02 GTECH HOLDINGS CORP DE X 12/12/02 HALLIBURTON CO DE X 12/11/02 HALLIBURTON CO DE X 12/11/02 HARRAHS ENTERTAINMENT INC DE X X 12/10/02 HERSHEY FOODS CORP DE X 12/12/02 HOLLY CORP DE X 12/12/02 HUADING FINANCIAL NETWORKS INC X X 12/11/02 IDX SYSTEMS CORP VT X 12/11/02 ILLINOIS POWER CO IL X X 12/11/02 IMPAC CMB TRUST SERIES 2002-8 DE X X 11/27/02 IMPAC CMB TRUST SERIES 2002-8 DE X X X 12/12/02 INDEPENDENT BANK CORP MI X 12/12/02 INFODATA SYSTEMS INC VA X X 12/05/02 INFOUSA INC DE X X 12/03/02 INTERPUBLIC GROUP OF COMPANIES INC DE X 12/09/02 ISTA PHARMACEUTICALS INC CA X X 12/11/02 ITLA CAPITAL CORP CA X 12/12/02 JACKSONVILLE BANCORP INC TX X X 12/11/02 KEYSPAN CORP NY X X X 12/12/02 LASALLE RE HOLDINGS LTD X X 12/06/02 LEAP WIRELESS INTERNATIONAL INC DE X 12/11/02 LIBBEY INC DE X 12/10/02 MADISON RIVER CAPITAL LLC DE X X 12/12/02 MAGNA ENTERTAINMENT CORP DE X X 11/27/02 MAIN STREET BANKS INC /NEW/ GA X X 12/11/02 MANATRON INC MI X X 12/12/02 MANUFACTURED HOUSING CONT SEN/SUB PAS TN X 11/25/02 MARTIN MIDSTREAM PARTNERS LP DE X X 12/11/02 MARTIN MIDSTREAM PARTNERS LP DE X X 12/12/02 MARTIN MIDSTREAM PARTNERS LP DE X X 12/12/02 MEDAMICUS INC MN X X 12/12/02 MELLON BANK N A MA X 12/10/02 MERCHANTS & MANUFACTURERS BANCORPORAT WI X X 11/30/02 MILITARY RESALE GROUP INC FL X X 12/10/02 MILLION DOLLAR SALOON INC NV X 12/10/02 MMCA AUTO OWNER TRUST 2002-4 DE X X 12/11/02 MORGAN STANLEY ABS CAP I INC MRT PSS DE X X 11/27/02 MORTGAGE ASSET SECURITIZATION TRANSAC DE X 12/12/02 MS STRUCTURED ASSET CORP DE X 12/01/02 MS STRUCTURED SATURNS SERIES 2002-9 DE X 12/01/02 NATROL INC DE X X 12/11/02 NEOMEDIA TECHNOLOGIES INC DE X X 12/02/02 NETZEE INC GA X X 12/12/02 NEW CENTURY HOME EQUITY LOAN TRUST SE DE X X 04/25/02 NEW CENTURY HOME EQUITY LOAN TRUST SE DE X X 04/25/02 NEW CENTURY HOME EQUITY LOAN TRUST SE DE X X 05/25/02 NEW CENTURY HOME EQUITY LOAN TRUST SE DE X X 06/25/02 NEW CENTURY HOME EQUITY LOAN TRUST SE DE X X 07/25/02 NEW CENTURY HOME EQUITY LOAN TRUST SE DE X X 08/25/02 NEW CENTURY HOME EQUITY LOAN TRUST SE DE X X 09/25/02 NEW CENTURY HOME EQUITY LOAN TRUST SE DE X X 10/25/02 NEW CENTURY HOME EQUITY LOAN TRUST SE DE X X 11/25/02 NEW YORK COMMUNITY BANCORP INC DE X X 12/12/02 NORTHROP GRUMMAN CORP /DE/ DE X X 12/11/02 PECO II INC OH X X 12/12/02 PERKINELMER INC MA X 12/11/02 PHOENIX COMPANIES INC/DE DE X 12/12/02 PHOTRONICS INC CT X X 12/10/02 POOLED AUTO SECURITIES SHELF LLC DE X X 12/05/02 PRECISE LIFE SCIENCES LTD NV X 12/12/02 RALCORP HOLDINGS INC /MO MO X 12/12/02 RESIDENTIAL ASSET MORT PROD GMACM MOR X X 11/25/02 RESIDENTIAL ASSET MORT PRODUCTS GMACM X X 11/25/02 RESIDENTIAL ASSET MORTGAGE PRODUCTS I DE X 12/12/02 AMEND RESIDENTIAL ASSET MTG PRODUCTS GMACM X X 11/25/02 ROPER INDUSTRIES INC /DE/ DE X X 12/12/02 ROXIO INC DE X X 11/15/02 RYANS FAMILY STEAKHOUSES INC SC X 12/12/02 SALISBURY BANCORP INC CT X X 09/05/02 SHIRE PHARMACEUTICALS GROUP PLC X X 12/12/02 SLI INC OK X X 10/31/02 SMARTSERV ONLINE INC DE X X 09/30/02 AMEND SPEAR & JACKSON INC X 12/03/02 SPECIAL METALS CORP DE X 12/11/02 SPECTRX INC DE X X 12/12/02 SPORTS CLUB CO INC DE X X 12/10/02 ST MARY LAND & EXPLORATION CO DE X X 12/31/02 STAKE TECHNOLOGY LTD X X 12/04/02 STRUCTURED ASSET SEC CORP MORT PASS T DE X 11/27/02 STRUCTURED ASSET SEC CORP MORT PASS T DE X 11/27/00 SYNCOR INTERNATIONAL CORP /DE/ DE X X 12/11/02 SYNERGY FINANCIAL GROUP INC X X 12/05/02 TENET HEALTHCARE CORP NV X X 12/11/02 THERMO ELECTRON CORP DE X X 12/12/02 THERMOELASTIC TECHNOLOGIES INC /CO/ CO X X 12/12/02 AMEND TIFFANY & CO DE X X 12/12/02 TIPPERARY CORP TX X X 11/27/02 TITAN PHARMACEUTICALS INC DE X X 12/11/02 TITANIUM METALS CORP DE X 12/12/02 TRAVELSHORTS COM INC WA X X X 12/03/02 TRENWICK AMERICA CORP DE X X 12/06/02 TRENWICK GROUP LTD X X 12/06/02 U S LIQUIDS INC DE X X 11/06/02 AMEND UAL CORP /DE/ DE X X 12/12/02 UBICS INC DE X 12/06/02 URANIUM POWER CORP X X 04/30/02 AMEND US HOME SYSTEMS INC /TX DE X X 11/30/02 V FORMATION INC/NJ/ NJ X X 12/09/02 VANDERBILT MORT & FIN INC SENIOR SUB TN X 11/25/02 VANDERBILT MORT & FIN INC SENIOR SUB TN X 11/25/02 VANDERBILT MORTGAGE & FIN INC SEN SUB TN X 11/25/02 WASHINGTON MUTUAL MORTGAGE SECURITIES DE X 12/10/02 WASHINGTON MUTUAL MSC MORTGAGE PASS T DE X 11/27/02 WATERLINK INC DE X X 12/11/02 WEIRTON STEEL CORP DE X X 12/11/02 WESTPORT RESOURCES CORP /NV/ NV X X 12/10/02 WESTPORT RESOURCES CORP /NV/ NV X X 12/02/02 AMEND WEYERHAEUSER CO WA X 12/12/02 WYETH DE X 12/09/02 XETEL CORP DE X 12/10/02