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SEC NEWS DIGEST
Issue 2007-187 September 27, 2007
COMMISSION ANNOUNCEMENTS
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.
Open meetings will be held in the Auditorium, Room L-002 at the
Commission's headquarters building, 100 F Street, N.E., Washington,
D.C. 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 Human Resources, to make
arrangements. Ms. Franks can be reached at TTY number (202) 551-4106.
In the event Ms. Franks cannot be reached, you may call the
interpreter directly at (202) 551-4158. If you are calling from a non
TTY number, please call the Relay Service at 1 866 377 8642.
OPEN MEETING - MONDAY, OCTOBER 1, 2007 - 10:00 A.M.
The subject matter of the open meeting, scheduled for Monday, Oct. 1,
2007, will be:
The Commission will hear oral argument in an appeal by Stephen J.
Horning from the decision of an administrative law judge. Horning was
the president, registered financial and operations principal,
compliance officer, and a director of Rocky Mountain Securities &
Investments, Inc., formerly a registered broker-dealer.
The law judge found that:
Horning failed reasonably to supervise two former Rocky Mountain
employees with a view to preventing their violations of Section 10(b)
of the Securities Exchange Act of 1934 and Exchange Act Rule 10b-5;
and
Horning was a cause of Rocky Mountain's inaccurate books and records
and its filing of materially false reports in violation of Exchange
Act Sections 15(c)(3), 17(a), and 17(e) and Exchange Act Rules 15c3-1,
15c3-3, 17a-3, 17a-5(a), 17a-5(c), 17a-5(d), 17a-11, and 17a-13.
The law judge barred Horning from association with any broker or
dealer in a supervisory capacity and suspended him from association
with any broker or dealer in any capacity for twelve months.
Among the issues likely to be argued are:
1. whether Horning failed reasonably to supervise; or
2. whether Horning was the cause of the alleged financial, books, and
recordkeeping violations; and
3. if so, whether sanctions should be imposed in the public interest.
CLOSED MEETING - WEDNESDAY, OCTOBER 3, 2007 - 2:00 P.M.
The subject matter of the closed meeting scheduled for Wednesday, Oct.
3, 2007, will be: Formal order of investigation; Institution and
settlement of injunctive actions; Institution and settlement of
administrative proceedings of an enforcement nature; an Adjudicatory
matter; and Other matters related to enforcement actions.
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) 551-5400.
ENFORCEMENT PROCEEDINGS
IN THE MATTER OF MUTUALS.COM, INC., CONNELY DOWD MANAGEMENT, INC., MTT
FUNDCORP, INC., RICHARD SAPIO, ERIC MCDONALD AND MICHELE LEFTWICH
On September 26, the Commission issued an Order Instituting
Administrative and Cease-and-Desist Proceedings, Making Findings and
Imposing Remedial Sanctions and Cease-and-Desist Orders Pursuant to
Section 8A of the Securities Act of 1933, Sections 15(b) and 21C of
the Securities Exchange Act of 1934, Sections 203(e) and 203(f) of the
Investment Advisers Act of 1940, and Sections 9(b) and 9(f) of the
Investment Company Act of 1940 (Order) against Mutuals.com, Inc.,
Connely Dowd Management, Inc., MTT Fundcorp, Inc. (collectively
Mutuals.com) and the firms' three principals, Richard Sapio, Eric
McDonald and Michele Leftwich. The Order finds that, from at least
July 2001 until September 2003, Mutuals.com, Sapio, McDonald and
Leftwich defrauded hundreds of mutual funds and their shareholders by
engaging in a series of deceptive activities designed to circumvent
the restrictions on market timing imposed by those mutual funds.
Specifically, Defendants engaged in the following deceptive conduct:
(i) use of multiple accounts established for the same client; (ii) use
of multiple registered representative numbers established for the same
registered representative; (iii) use of multiple branch codes for the
same physical location; (iv) use of affiliated broker-dealers; and (v)
use of multiple clearing broker-dealers. In addition, during 2003,
Mutuals.com also systematically engaged in late trading of the shares
of the same mutual funds by effecting orders that it received after
the 4:00 p.m. ET close of the market at the current day's net asset
value. This scheme allowed Mutuals.com clients and customers to
capitalize on news events or market changes occurring after the 4:00
p.m. ET close of the stock market. During the relevant period,
Mutuals.com received wrap fees totaling $4.5 million.
Based on the above, the Order finds that Mutuals.com, Sapio, McDonald
and Leftwich willfully violated, and aided and abetted and caused
violations of, Section 17(a) of the Securities Act of 1933, Section
10(b) of the Securities Exchange Act of 1934 and Rule 10b-5
thereunder. The Order also finds that Mutuals.com willfully violated
Section 15(c)(1) of the Exchange Act, and Sapio, McDonald and Leftwich
willfully aided and abetted and caused the violations of Section
15(c)(1) of the Exchange Act committed by Mutuals.com. Finally, the
Order finds that Mutuals.com, Sapio, McDonald and Leftwich willfully
aided and abetted and caused the funds' or certain clearing firms'
violations of Rule 22c-1 promulgated under Section 22(c) of the
Investment Company Act. The Order requires Mutuals.com, Sapio,
McDonald and Leftwich to cease and desist from committing or causing
any violations and any future violations of the above-referenced
provisions and bars Sapio, McDonald and Leftwich from association with
any broker-dealer, investment adviser or registered investment company
for a period of five years, provided, however, that Sapio, if certain
conditions are maintained, may continue to serve or act as an officer
and/or director of Mutuals.com Capital Alliance, Inc., a holding
company that owns an investment adviser to two mutual funds. The Order
finds: (i) Mutuals.com jointly and severally liable for disgorgement
of $4,580,798, plus prejudgment interest of $1,042,492; (ii) Sapio
liable for disgorgement of $57,674, prejudgment interest of $11,055,
and imposed a civil penalty against him of $120,000; (iii) McDonald
liable for disgorgement of $59,322, plus prejudgment interest of
$11,371; and (iv) Leftwich liable for disgorgement of $39,635, plus
prejudgment interest of $7,597. Based, however, on sworn
representations in their financial statements, payment of disgorgement
and prejudgment interest is waived and no penalty is imposed on
Mutuals.com, McDonald and Leftwich. Mutuals.com, Sapio, McDonald and
Leftwich consented to the entry of the Order without admitting or
denying the findings in the Order. (Rels. 33-8847; 34-56539; IA-2661;
IC-27996; File No. 3-12837)
IN THE MATTER OF REGIONAL BROKERS, INC. AND PATRICK LUBIN
IN THE MATTER OF D.M. KECK & COMPANY, INC. d/b/a DISCOUNT MUNIBROKERS,
DONALD MICHAEL KECK AND PATRICIA ANN SEELAUS
On September 27, the Commission issued settled cease-and-desist orders
against Regional Brokers, Inc (Regional) and D.M. Keck & Company, Inc.
d/b/a Discount Munibrokers (Discount Munibrokers), two broker-dealers
that operate as municipal securities "broker's brokers," and the
firms' chief executive officers, Patrick Lubin (Lubin) and Donald
Michael Keck (Keck), for fraudulent conduct related to the broker-
dealers' municipal securities business. A second supervisor at
Discount Munibrokers - Patricia Ann Seelaus - was also charged with
supervisor failures in the proceedings.
The Regional Order finds that from December 2003 through December
2004, Regional was placing bids on municipal bonds in auctions where
Regional was acting as the broker's broker, without the intent of ever
purchasing the bonds. Often, these bids were placed as the second
highest bid, known as the "cover bid", after the high bid had already
been made, and right before the close of the auction. Regional
deceived its customers by fraudulently giving the appearance that
Regional was conducting municipal bond auctions with tighter spreads
and by creating the illusion of additional interest in the bonds.
Additionally, from December 2003 through December 2004, Regional
consistently accepted late bids in Sharp Time auctions with knowledge
that the bidding broker-dealer's late bid was the highest - and
therefore the winning - bid in the auction. When Regional traders
accepted late bids, they did not inform the other bidding broker-
dealers of the late bid - which in most cases was the highest bid.
This conduct favored the late bidder and disadvantaged other auction
participants who had submitted their bids within the required Sharp
Time and who had less time to prepare their bids in accordance with
the explicit terms of the auction.
The Discount Munibrokers Order finds that, similar to conduct at
Regional, Discount Munibrokers disseminated fake cover bids in
auctions it conducted in an effort to convince the high bidders that
the auctions were more competitive than they really were. In other
instances, Discount Munibrokers used fake bids to meet minimum bid
requirements imposed by certain broker-dealers attempting to sell
securities through the auction process. Discount Munibrokers also
engaged in an "adjusted trading" scheme with a municipal securities
trader at another broker-dealer. Specifically, on certain municipal
bond sales brokered by Discount Munibrokers, Discount Munibrokers paid
the other broker-dealer proceeds from sales that were substantially
greater than the actual prices paid by the purchasers on those
transactions. To make up Discount Munibrokers' losses, on other sales,
the same selling broker-dealer received proceeds that were
substantially less than what was paid by the purchasers. Discount
Munibrokers reported the fictitious prices used in the adjusted
trading scheme to the market as the actual prices paid on the
transactions.
Regional, Discount Munibrokers, Lubin, Keck and Seelaus each failed
reasonably to supervise their traders at their respective firms with a
view towards preventing and detecting the traders' conduct, which
aided and abetted and caused the firms' violations. Finally, Regional
and Discount Munibrokers failed to maintain certain books and records.
The Regional Order requires Regional to cease and desist from
committing or causing any violations and any future violations of
Sections 15(c)(1)(A) and 17(a) of the Exchange Act, and Rule 17a-4
promulgated thereunder and Section 15B(c)(1) of the Exchange Act,
including violations of MSRB Rules G-8, G-9, G-13, G-17, and G-27,
censures Regional and requires Regional to pay a $100,000 civil
penalty. The Order also requires Regional to certify to the Commission
within 6 months after the date of entry of the Order that it has
implemented procedures that are reasonably designed to prevent and
detect underlying violations by Regional as outlined in the Order.
Additionally, the Regional Order requires Lubin to cease and desist
from causing any violations and any future violations of Sections
15(c)(1)(A) and 17(a) of the Exchange Act, and Rule 17a-4 promulgated
thereunder and Section 15B(c)(1) of the Exchange Act, including
violations of MSRB Rules G-8, G-9, G-13 and G-17, censures Lubin, bars
Lubin from associating with any broker, dealer or municipal securities
dealer in a supervisory capacity, bars him from associating with any
broker, dealer or municipal securities dealer in a non-supervisory
capacity for one year and requires Lubin to pay a $50,000 civil
penalty.
The Discount Munibrokers Order revokes Discount Munibrokers' broker-
dealer registration. It also requires that Discount Munibrokers' CEO
Keck cease and desist from committing or causing any violations and
any future violations of Section 10(b) of the Exchange Act and Rule
10b-5 and from causing any violations and any future violations of
Section 15B(c)(1) of the Exchange Act, including violations of MSRB
Rules G-8, G-9, G-13, G-14, G-17, and G-27. The Order also requires
that Keck cease and desist from causing any violations and any future
violations of Sections 15(c)(1)(A) and 17(a) of the Exchange Act and
Rule 17a-4 promulgated thereunder. In addition, the Order bars Keck
from associating with any broker, dealer or municipal securities
dealer in a supervisory capacity for five years, bars him from
associating with any broker, dealer or municipal securities dealer in
a non-supervisory capacity for one year and requires Keck to pay a
$15,000 civil money penalty. Finally, the Order bars Seelaus from
associating with any broker, dealer or municipal securities dealer in
a supervisory capacity for five years.
All parties consented to the issuance of the Orders without admitting
or denying the Commission's findings.
The Commission acknowledges the assistance of the Financial Industry
Regulatory Authority (formerly known as the National Association of
Securities Dealers or NASD) and the Municipal Securities Rulemaking
Board. (In the Matter of Regional Brokers, Inc. and Patrick Lubin -
Rel. 34-56542; File No. 3-12838); (In the Matter of D.M. Keck &
Company, Inc. d/b/a Discount Munibrokers, Donald Michael Keck and
Patricia Ann Seelaus - Rel. 34-56543; File No. 3-12839)
IN THE MATTER OF R FUTURES FUNDS
On September 27, the Commission issued an Order Instituting
Administrative and Cease-and-Desist Proceedings, Making Findings, and
Imposing Remedial Sanctions and a Cease-and-Desist Order Pursuant to
Section 8A of the Securities Act of 1933, Section 21C of the
Securities Exchange Act of 1934, Sections 203(f) and 203(k) of the
Investment Advisers Act of 1940, and Section 9(b) of the Investment
Company Act of 1940 (Order) against Steven Andrew Roberts. The Order
finds that in May 2006, Roberts, while serving as a fund manager for
three hedge funds headquartered in Delray Beach, Florida-the R Futures
A, B and C Funds (hereinafter referred to as the "A Fund," "B Fund"
and "C Fund," respectively and the "R Futures Funds," collectively)-
transferred $2 million without authorization from the A Fund in order
to fulfill a redemption request of an investor in the C Fund. The
Order also finds that Roberts made material misstatements concerning
his educational credentials in the R Futures Funds' offering
memoranda. The Order finds that, as a result of this conduct, Roberts
violated Advisers Act Sections 206(1) and 206(2), Securities Act
Section 17(a), and Exchange Act Section 10(b) and Rule 10b-5
thereunder.
Based on the above, the Order requires Roberts to cease and desist
from committing or causing any violations and any future violations of
Section 17(a) of the Securities Act, Section 10(b) of the Exchange Act
and Rule 10b-5 thereunder, and Sections 206(1) and 206(2) of the
Advisers Act; bars him for association with any investment adviser,
with the right to reapply for association after three years to the
appropriate self-regulatory organization, or if there is none, to the
Commission; prohibits him from serving or acting as an employee,
officer, director, member of an advisory board, investment adviser or
depositor of, or principal underwriter for, a registered investment
company or affiliated person of such investment adviser, depositor, or
principal underwriter; and requires him to pay a civil money penalty
of $35,000 dollars over the course of nine months, together with post-
judgment interest. (Rels. 33-8848; 34-56544; IA-2662; IC-27997; File
No. 3-12840)
IN THE MATTER OF INTERVOICE, INC.
On September 27, the Commission issued an Order Instituting Cease-and-
Desist Proceedings, Making Findings, and Imposing a Cease-and-Desist
Order Pursuant to Section 8A of the Securities Act of 1933 and Section
21C of the Securities Exchange Act of 1934 (Order) against Intervoice,
Inc. (Intervoice). The Order finds that from at least 2000 through at
least February 2002, Intervoice, acting through its then chief
financial officer, improperly recognized revenue on several
transactions under circumstances in which revenue recognition was
prohibited pursuant to generally accepted accounting principles and
Intervoice's own accounting policies. This conduct resulted in
Intervoice's publication of materially false and misleading financial
information in financial statements that Intervoice filed with the
Commission. As a result, during the relevant period, Intervoice's
public filings with the Commission contained quarterly and annual
financial information that materially misstated its: (i) net income
for the fiscal quarter ended February 29, 2000; (ii) net loss for the
fiscal year ended February 29, 2000; (iii) net income for the fiscal
quarter ended November 30, 2000; (iv) net income for the fiscal
quarter ended May 31, 2001; and (v) net income for the fiscal quarter
ended August 31, 2001. Intervoice also improperly sold shares of
restricted stock during the relevant period.
Based on the above, the Order requires Intervoice to cease and desist
from committing or causing any violations and any future violations of
Section 5(a), 5(c) and 17(a) of the Securities Act and 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 and to pay disgorgement of
$701,629.49 and prejudgment interest of $240,999.77 to the United
States Treasury. Intervoice consented to the issuance of the Order
without admitting or denying any of the findings in the Order. (Rels.
33-8849; 34-56547; File No. 3-12841)
DIATECT INTERNATIONAL CORPORATION
On September 27, the Commission issued an Order Instituting
Administrative Proceedings and Notice of Hearing Pursuant to Section
12(j) of the Securities Exchange Act of 1934 (Order) against Diatect
International Corporation (Diatect).
The Division of Enforcement alleges in the Order that Diatect, a
California corporation headquartered in Heber City, Utah, has failed
to comply with Section 13(a) of the Securities Exchange Act of 1934
and Rules 13a-1 and 13a-13 therunder by failing to file any quarterly
or annual reports since the May 27, 2005, filing of its Form 10-QSB
for the quarter ended March 31, 2005.
A hearing will be scheduled before an administrative law judge to
determine whether the allegations contained in the Order are true, to
provide Diatect an opportunity to respond to these allegations, and to
determine what sanctions, if any, are necessary or appropriate for the
protection of investors. The Order directs the administrative law
judge to issue an initial decision within 120 days from the date of
service of the Order Instituting Proceedings. (Rel. 34-56548; File No.
3-12843)
FREDDIE MAC AND FOUR FORMER EXECUTIVES SETTLE SEC ENFORCEMENT ACTION
IN CONNECTION WITH MULTI-BILLION DOLLAR ACCOUNTING FRAUD
The Commission filed a settled enforcement action charging the Federal
Home Loan Mortgage Corporation (Freddie Mac), a shareholder-owned
government-sponsored enterprise, with securities fraud in connection
with improper earnings management that occurred from at least the
second quarter of 1998 through and including the third quarter of
2002. Freddie Mac agreed, without admitting or denying the
allegations, to the entry of a final judgment that permanently enjoins
the Company from violations of Section 10(b) of the Exchange Act and
Exchange Act Rule 10b-5, and Section 17(a) of the Securities Act,
which are anti-fraud provisions of the federal securities laws, and to
pay a $50 million civil penalty. The SEC's settled action also charged
the following former Freddie Mac executives: David W. Glenn, its
former President, Chief Operating Officer, and Vice-Chairman of the
Board; Vaughn A. Clarke, its former CFO; Robert C. Dean, a former
Senior Vice President; and Nazir G. Dossani, a former Senior Vice
President. Without admitting or denying the allegations in the
Commission's Complaint, Glenn, Clarke, and Dossani agreed to the entry
of a final judgment that permanently enjoins them from violating
Sections 17(a)(2) and (3) of the Securities Act. Glenn, Clarke,
Dossani and Dean agreed to respectively pay civil penalties of
$250,000, $125,000, $75,000, and $65,000, as well as $150,000,
$29,227, $61, 663, and $34,658 in disgorgement. In a separate
proceeding, Dean consented to the entry of a Commission Order
requiring the he cease and desist from committing or causing any
violations and any future violations of Sections 17(a)(2) and (3) of
the Securities Act. [SEC v Federal Home Loan Mortgage Corporation, et
al., Case No. 07-CV-1728 (U.S.D.C., D.D.C)] (LR-20304; AAE Rel. 2728);
(In the Matter of Robert C. Dean - Rel. 33-8850; AAE Rel. 2729; File
No. 3-12842)
IN THE MATTER OF MARK PALAZZO AND EDWARD TACKABERRY
On September 27, the Commission issued an Order Instituting
Administrative Proceedings Pursuant to Section 15(b) of the Securities
Exchange Act of 1934, Making Findings, and Imposing Remedial Sanctions
(Order) against Mark Palazzo (Palazzo) and Edward Tackaberry
(Tackaberry).
The Order finds that, on Aug. 30, 2007, a final judgment was entered
against Palazzo and Tackaberry, permanently enjoining them from future
violations of Section 17(a) of the Securities Act of 1933, Section
10(b) of the Securities Exchange Act of 1934 and Rule 10b-5
thereunder, before the United States District Court for the Western
District of New York, Securities and Exchange Commission v. Pittsford
Capital Income Partners, L.L.C., et al., 06 Civ. 6353 (W.D.N.Y.). The
Commission's Complaint alleged, amongst other things, that Palazzo and
Tackaberry sold unregistered promissory notes and investment units and
failed to disclose, and misrepresented, material facts concerning
these promissory notes and investment units.
Based on the above, the Order bars Palazzo and Tackaberry from
association with any broker or dealer. Palazzo and Tackaberry
consented to the issuance of the Order, without admitting or denying
the Commission's findings, except as to the Commission's jurisdiction
over them, the subject matter of the proceedings, and the entry of the
final judgment against them. (Rel. 34-56550A; File No. 3- 12844)
IN THE MATTER OF LAWRENCE A. CAMPBELL
On September 27, the Commission issued an Order Making Findings and
Imposing Remedial Sanctions and a Cease-And-Desist Order Pursuant to
Section 8A of the Securities Act of 1933 and Sections 15(b) and 21C of
the Securities Exchange Act of 1934 against Lawrence A. Campbell of
Santa Ana, California.
In the Order, the Commission found that from at least November 2001
through July 2003, Campbell cold called prospective investors and used
high pressure sales tactics to offer and sell securities issued by
Sunrise Energy, Inc. through unregistered transactions. The Commission
also found that Campbell misrepresented to investors that the Sunrise
investments were low risk, safe investments and that investors could
expect to receive returns of up to 112% per year. The Commission found
that Campbell acted at least recklessly in connection with his
misrepresentations and omissions to investors and that as a result of
the conduct described above, Campbell willfully violated Sections
5(a), 5(c), and 17(a) of the Securities Act and Sections 15(a) and
10(b) of the Exchange Act and Rule 10b-5 thereunder.
The Commission ordered Campbell to cease and desist from committing or
causing any violations or future violations of the statutes identified
above, barred Campbell from association with any broker or dealer and
ordered Campbell to pay disgorgement of $162,000, prejudgment interest
of $40,530.25 and a civil penalty of $50,000. Campbell consented to
issuance of the Order without admitting or denying the findings in the
Order. (Rels. 33-8851A; 34-56553A; File No. 3-12633)
SEC FILES CHARGES AGAINST PROVISION OPERATION SYSTEMS, INC., ROBERT T.
FLETCHER III, RICHARD C. HILL, JAMES W. STOCK FOR MULTI-MILLION DOLLAR
OFFERING FRAUD, AND AGAINST LAWRENCE D. MORRIS FOR RELATED CHARGES
On September 27, the Commission filed federal securities fraud and
related charges yesterday against ProVision Operation Systems, Inc.
(ProVision), Robert T. Fletcher III (Fletcher), Richard C. Hill (Hill)
and James W. Stock (Stock). Fletcher founded ProVision, a development-
stage company, purportedly in the business of providing real estate
investment advice and training, as well as investment opportunities.
Fletcher was ProVision's chief executive officer, chairman and
president from approximately July 2003 until March 2005. The
Commission's complaint alleges that ProVision and Fletcher
fraudulently raised millions of dollars from investors, and then
Fletcher used the money for personal expenses and to support his
lavish lifestyle, including purchasing jewelry and clothing, and for
gambling. According to the complaint, Hill, the company's "Stock
Education Consultant," and Stock, who owned an investor relations
company, fraudulently promoted and solicited investments in
ProVision's stock and other investment opportunities. The complaint
also alleges that Lawrence "Larry" D. Morris ("Morris"), a ProVision
salesman, earned commissions from ProVision of more than $500,000 for
selling ProVision stock. The complaint further alleges that he acted
as a broker in these transactions without being registered as required
by the federal securities laws.
The Commission's complaint also alleges that:
* While raising funds from investors, ProVision and Fletcher
fraudulently represented that the company was successful and
expanding. They made materially false or misleading statements about
ProVision's business operations, profitability and financial
condition. ProVision and Fletcher falsely claimed to own or control,
or have the ability to acquire, yachts, real property, and millions of
tons of a mineral substance called "humate," which they fraudulently
claimed was worth $137,000,000.
* Hill made materially false or misleading statements about
ProVision's future financial condition. Hill and Stock failed to
disclose that they were compensated to promote the company. Moreover,
they fraudulently represented that they were independent from
ProVision.
The complaint alleges that ProVision, Fletcher, Hill and Stock
violated the antifraud provisions of the Securities Exchange Act of
1934 (Exchange Act), which are Section 10(b) of the Securities
Exchange Act of 1934 (Exchange Act) and Exchange Act Rule 10b-5. The
complaint further alleges that ProVision, Fletcher and Hill violated
the antifraud provision of the Securities Act of 1933 (Securities
Act), specifically, Section 17(a). Moreover, according to the
complaint, Stock violated the antitouting provision of the federal
securities laws, Section 17(b) of the Securities Act. The complaint
further alleges that ProVision, Fletcher and Morris violated the
offering and registration provisions of the federal securities laws,
including Sections 5(a) and 5(c) of the Securities Act, and that
Morris violated the broker-registration provision of the federal
securities laws, specifically, Section 15(a) of the Exchange Act.
The Commission's complaint seeks an order permanently enjoining each
of the defendants from violating the provisions of the federal
securities laws detailed above. This order would also require
ProVision, Fletcher, Morris and Stock to disgorge, along with
prejudgment interest, all ill-gotten gains they obtained as a result
of their actions. It would also require ProVision, Fletcher, Stock and
Morris to pay civil money penalties and would permanently bar
Fletcher, Hill, Stock and Morris from participating in an offering of
a penny stock and permanently bar Fletcher from serving as an officer
and director of any public company. Further, it would require Fletcher
to account for his current financial condition.
Hill, without admitting or denying the allegations in the complaint,
consented to a final judgment enjoining him from violating Section
10(b) of the Exchange Act and Exchange Rule 10b-5, and Section 17(a)
of the Securities Act, but which does not impose a civil penalty based
on his sworn representations concerning his financial condition. This
settlement is subject to court approval. [SEC v. ProVision Operation
Systems, Inc., Robert T. Fletcher III, Richard C. Hill, James W.
Stock, and Lawrence D. Morris, Civil Action No. SACV-07-1130-AHS
(JWJx) (C.D. Cal.)] (LR-20301)
SEC FILES SUIT AGAINST OFFILL AND STOCKER TO STOP RULE 504 ABUSES IN
PENNY STOCKS
The SEC filed a civil complaint against six individuals and five
entities, alleging they engaged in a scheme to evade the securities
registration provisions of Section 5 of the Securities Act in six
public stock offerings. The complaint alleges that six companies
purported to sell their stock to accredited investors in transactions
exempt from registration under Rule 504 of Regulation D. In fact, the
accredited investors were underwriters who immediately resold their
stock to the public without registering the transactions. Defendants
Phillip W. Offill, Jr., and David Stocker are the two attorneys who
orchestrated scheme. Defendants Shane A. Mullholand, Ryan M. Reynolds,
and Timothy T. Page located companies that needed to raise capital.
They introduced the companies to Stocker, and then acting through
entities that they controlled received and sold stock to the public to
raise capital for the companies. Fischer and ATN Enterprises received
and sold unregistered shares to conduct promotional campaigns for
three of the companies.
The complaint charges Offill, Stocker, Mullholand, Reynolds, Page, and
Fischer, and companies owned or controlled by the defendants, Curtis-
Case, Inc., RSMR Capital Group, Inc., Dissemination Services, L.L.C.,
Page Properties, L.P., and ATN Enterprises, L.L.C., with violating the
registration provisions of Sections 5(a) and (c) of the Securities
Act. It also charges Mullholand, Reynolds, Page, RSMR Capital Group,
Dissemination Services, and Page Properties with violating the broker-
dealer registration provisions of Section 15(a) of the Exchange Act.
Timothy Barham, Ballad Enterprises, Inc. and Bellatalia L.P. are named
as relief defendants, and the complaint seeks disgorgement of money
they received which can be traced to proceeds from unlawful stock
sales. [SEC v. Phillip W. Offill, Jr., et al., Civil Action No. 3:07-
cv-01643, N.D. Tex.] (LR-20302)
SEC CHARGES INDIVIDUAL WITH INSIDER TRADING IN LENDINGTREE SECURITIES
Today the Commission announced that it filed a complaint in the United
States District Court for the Western District of North Carolina
against Marlin S. Hershey for illegal insider trading and tipping in
connection with the securities of LendingTree, Inc. LendingTree is a
financial services company based in Charlotte, North Carolina. The
Commission's complaint alleges that, shortly before the May 5, 2003,
public announcement that LendingTree was being acquired by USA
Interactive at a substantial premium to LendingTree shareholders
(Announcement), Hershey was tipped material, nonpublic information
concerning the pending acquisition by his friend and business
associate, Brian G. Paquette, then LendingTree's Vice President of
Product Management. The complaint alleges that, while in possession of
this material, nonpublic information, Hershey purchased LendingTree
stock, and tipped this inside information, either directly or
indirectly, to at least three business associates who also purchased
LendingTree stock. According to the complaint, after the Announcement,
the price of LendingTree stock soared, and Hershey and his tippees
sold their LendingTree shares, realizing illicit profits of
approximately $14,078 and $74,516, respectively.
Without admitting or denying the allegations in the complaint, Hershey
consented to the entry of a final judgment that permanently enjoins
him from future violations of Section 10(b) of the Securities Exchange
Act of 1934 and Rule 10b-5 thereunder. The final judgment also
requires Hershey to disgorge his own illegal trading profits of
$14,078, plus prejudgment interest, and to pay a civil penalty of
$88,594, which is an amount equal to the combined illegal trading
profits of Hershey and his tippees.
This is the sixth insider trading case the Commission has filed
arising from this investigation. The Commission's investigation
continues. For further information see SEC v. Anderson and Dipietro,
No. 3:06CV196 (W.D.N.C. April 24, 2006)/Lit. Rel. No. 19665; SEC v.
Paquette and Lawrence, No. 3:05CV412 (W.D.N.C. Sept. 26, 2005)/Lit.
Rel. No. 19393; SEC v. Ricks, Woody, and Mead, No. 3:04CV576 (W.D.N.C.
Nov. 22, 2004)/Lit. Rel. No. 18983; SEC v. Talbot, No. CV 04-4556
(C.D. Cal. June 24, 2004)/Lit. Rel. No. 18762; and SEC v. Bartlett,
No. 3:03CV463 (W.D.N.C. Sept. 24, 2003)/Lit. Rel. No. 18361. [SEC v.
Marlin S. Hershey, Civil Action No. 3:07-CV-409, WDNC] (LR-20303)
SEC CHARGES MORRIS GAD AND NATHAN ROSENBLATT WITH INSIDER TRADING
On September 27, Commission filed a complaint against Nathan
Rosenblatt, a former director of NBTY, Inc., and member of its three-
person audit committee, and his close friend Morris Gad, an officer
and principal shareholder of Almod Diamonds, Inc., a family-owned
jewelry retailer. In its complaint, the Commission charges that
Rosenblatt, while in possession of material, nonpublic information
concerning the company's significant revenue and earnings shortfall
for the third quarter of 2004, tipped Gad with this information prior
the company's public release of its financial results. With this
information in hand, Gad sold his entire position of NBTY stock, sold
the stock short, purchased put contracts, and sold call contracts
through the custodial accounts of his three children prior to NBTY's
release of its 2004 third quarter financial results. In so doing, Gad
made approximately $400,000 in trading profits and losses avoided.
The Commission's complaint charges Gad and Rosenblatt with violating
Section 17(a) of the Securities Act of 1933, Section 10(b) of the
Securities Exchange Act of 1934 (Exchange Act) and Exchange Act Rule
10b-5. Specifically, the Commission's complaint alleges as follows:
* On July 20, 2004, at 3:17 p.m., NBTY's chief financial officer faxed
the members of NBTY's audit committee, including Rosenblatt, a
reminder that a telephonic meeting of the audit committee would take
place on July 21 at 11:00 a.m. He attached for their review NBTY's
financial results for the third quarter. The financial results showed
a 12% decline in net income from $29.5 million in the previous year's
third quarter to $25.9 million, as well as a slump in its U.S. retail
and catalogue sales. They also showed earnings per share of $.37, down
from $.43 in the previous year's third quarter.
* The following morning, beginning at 8:57 a.m., Gad and Rosenblatt
placed several phone calls to each other. At 11:00 a.m., the audit
committee held a telephonic conference, during which it approved the
issuance of the financial results. At 11:29 a.m. and again at 12:50
p.m., Gad placed calls to Rosenblatt. Two minutes after the second
call, at 12:52 p.m., Gad called his broker.
* Beginning at 12:59 p.m., Gad sold his entire position of 13,920 NBTY
shares. Thereafter, beginning at 2:20 p.m., Gad sold short 30,000 NBTY
shares and purchased 50 August 30 put contracts. Gad also directed the
sales of 105 August 20 call contracts out of the accounts of his three
children on that day.
* Later that evening, Gad and Rosenblatt spent the evening together at
a small dinner party to celebrate the birthday of a mutual friend.
* The next morning, July 22, 2004, Gad attempted to sell short an
additional 20,000 shares of NBTY stock. Although he was unable to sell
short that number of shares at his order price, he was able to sell
short 10,000 shares. This gave Gad a total short position in NBTY
stock of 40,000 shares.
* On July 22, 2004, Gad also bought an additional 150 August 30 put
contracts, which gave him a total position of 200 put contracts.
* After the close of trading on July 22, 2004, NBTY announced its
third quarter results.
* The following day, July 23, 2004, the price of the stock dropped to
a new 52-week low to close at $19.68 per share, down from the prior
day's close of $24.50 per share, losing nearly 20% of its value.
Trading volume that day jumped to over 8.5 million shares from the
previous day's volume of under 1 million.
* Gad made approximately $400,000 in trading profits and losses
avoided by trading in NBTY securities while he was aware of material,
nonpublic information concerning NBTY's financial results.
In its complaint, the Commission seeks permanent injunctive relief,
disgorgement of trading profits and losses avoided, prejudgment
interest, and civil penalties against Gad and Rosenblatt. The
Commission also seeks to bar permanently Rosenblatt from acting as an
officer or director of a public company. [SEC v. Morris Gad and Nathan
Rosenblatt, 07-CV-8385 (GEL) (S.D.N.Y.)] (LR-20305)
SEC CHARGES FATHER AND SON SECURITIES PROFESSIONALS WITH INSIDER
TRADING IN THE SECURITIES OF THREE ISSUERS
On September 27, the Commission announced the filing of a settled
civil injunctive action against a father and son pair of Manhattan-
based securities professionals for engaging in illegal insider trading
in the securities of three public issuers between December 2001 and
December 2002. The Commission's complaint, filed in the United States
District Court for the Southern District of New York, alleges that,
during the period of misconduct, the son, a former investment banker
with Banc of America Securities, LLC (BAS), obtained material,
nonpublic information about three issuers who were clients of BAS and
tipped his father, who then traded in the securities of those issuers.
At the time of the trading, the father was employed by Broadband
Capital Management, LLC, a registered broker-dealer through whom he
placed his illegal trades. The complaint also alleges that twice
during the Commission staff's investigation, the father-with the son's
assistance-created fraudulent documents that the father provided to
the Commission staff in an effort to mislead the Commission staff as
to the reasons for his trades in two of the issuers.
Named in the complaint are:
Elliot Joel Smith (E. Smith), age 75 and a resident of New York, New
York. During the conduct charged in the complaint, E. Smith was
employed as the Managing Director of Broadband Capital Management,
LLC. Previously, he was a founding member and Director of the Chicago
Board of Options Exchange, Director of the American Stock Exchange, a
Board member of the Securities Industry Automation Corporation, and a
Director of the New York Institute of Finance.
Gregg Ashley Smith (G. Smith), age 37 and a resident of New York, New
York. During the conduct charged in the complaint, G. Smith was
employed as a Principal in BAS' Equity Private Placements Group.
The Commission's complaint alleges that:
* From December 2001 to December 2002, G. Smith, while employed as a
Principal in the Equity Private Placements Group at BAS, learned
material, nonpublic information about Aspen Technology, Inc. (Aspen),
Regeneration Technologies, Inc. (Regeneration), and Triangle
Pharmaceuticals, Inc. (Triangle) while coordinating private
investments in public equities stock offerings, also known as PIPES,
for each of the companies. G. Smith then breached his fiduciary duty
to BAS by tipping E. Smith with the material, nonpublic information.
Upon being tipped by his son, and prior to the information being
publicly disclosed, E. Smith purchased shares of the common stock of
Aspen, Regeneration, and Triangle in brokerage accounts over which he
exercised control.
* When the information was later disclosed, the prices of the
respective securities rose and E. Smith or accounts he controlled
profited. In connection with his purchases of Aspen, Regeneration, and
Triangle common stock, E. Smith obtained an aggregate of over $204,476
in ill-gotten gains.
Additionally, on two separate occasions during the Commission staff's
investigation, E. Smith, with the assistance of G. Smith, created
fraudulent documents that E. Smith provided to the Commission staff in
an effort to mislead the staff as to the reasons for his trades in the
stock of two of the issuers.
With filing of the Commission's action, each of the defendants has
agreed, without admitting or denying the allegations in the complaint,
to the entry of a final judgment permanently enjoining each from
future violations of Sections 10(b) and 14(e) of the Securities
Exchange of 1934 and Rules 10b-5 and 14e-3, thereunder and holding
each jointly and severally liable for disgorgement of $204,476 plus
prejudgment interest of $72,511.48. Additionally, E. Smith and G.
Smith have agreed to pay civil penalties of $408,952 and $204,476,
respectively.
In a related administrative proceeding and without admitting or
denying the Commission's findings, E. Smith has consented to the
issuance of a Commission Order barring him from association with any
broker-dealer. Similarly, in a separate administrative proceeding and
without admitting or denying the Commission's findings, G. Smith has
consented to issuance of a Commission Order barring him from
association with any broker, dealer, or investment adviser for five
years. [SEC v. Gregg Ashley Smith and Elliot Joel Smith, Civil Action
No. 07-CV.-8394 (S.D.N.Y.)] (LR-20306)
INVESTMENT COMPANY ACT RELEASES
RYDEX ETF TRUST, ET AL.
An order has been issued on an application filed by Rydex ETF Trust,
et al. The order amends a prior order that permits: (a) an open-end
management investment company comprised of multiple series based on
domestic equity securities indexes to issue shares of limited
redeemability that would trade in the secondary market at negotiated
prices; (b) dealers to sell shares to purchasers in the secondary
market unaccompanied by a prospectus when prospectus delivery is not
required by the Securities Act of 1933; and (c) certain affiliated
persons of the series to deposit securities into, and receive
securities from, the series. The amended order permits the open-end
management investment company to offer series based on foreign equity
securities indices. In addition, the order deletes a condition related
to future relief. (Rel. IC-27981 - September 25)
CLAYMORE EXCHANGE-TRADED FUND TRUST, ET AL.
A notice has been issued giving interested persons until Oct. 22,
2007, to request a hearing on an application filed by Claymore
Exchange-Traded Fund Trust, et al. for an order to amend an existing
order that permits: (a) open-end management investment companies,
whose series are based on certain equity securities indices, to issue
shares of limited redeemability; (b) secondary market transactions in
the shares of the series to occur at negotiated prices; (c) dealers to
sell shares to purchasers in the secondary market unaccompanied by a
prospectus when prospectus delivery is not required by the Securities
Act of 1933; (d) certain affiliated persons of the series to deposit
securities into, and receive securities from, the series in connection
with the purchase and redemption of aggregations of the series'
shares; and (e) under certain circumstances, certain series to pay
redemption proceeds more than seven days after the tender of shares.
The existing order also permits certain registered management
investment companies and unit investment trusts outside of the same
group of investment companies as the series to acquire shares of the
series. The amended order would permit open-end management investment
companies in the prior order to offer additional series based on
certain fixed income securities indices. In addition, the amended
order would delete a condition related to future relief. (Rel. IC-
27982 - September 26)
SPA ETF TRUST AND SPA ETF INC.
An order has been issued on an application filed by SPA ETF Trust and
SPA ETF Inc. The order permits: (a) series of open-end management
investment companies to issue shares that can be redeemed only in
large aggregations; (b) secondary market transactions in shares of the
series to occur at negotiated prices; (c) dealers to sell the series'
shares to purchasers in the secondary market unaccompanied by a
prospectus when prospectus delivery is not required by the Securities
Act of 1933; and (d) certain affiliated persons of the series to
deposit securities into, and receive securities from, the series.
(Rel. IC-27983 - September 26)
SELF-REGULATORY ORGANIZATIONS
ACCELERATED APPROVAL OF PROPOSED RULE CHANGE
The Commission granted accelerated approval of a proposed rule change
(SR-NYSE-2007-76) relating to requirements for the listing and trading
of Commodity-Linked Securities and Currency-Linked Securities.
Publication is expected in the Federal Register during the week of
Oct. 1, 2007. (Rel. 34-56525)
The Commission granted accelerated approval of a proposed rule change
(SR-Amex-2007-102) to amend the requirements for listing Commodity-
Linked Securities and Currency-Linked Securities. Publication is
expected in the Federal Register during the week of Oct. 1, 2007.
(Rel. 34-56530)
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 100 F Street, N.E.,
Washington, D.C. 20549-1090 or at the following e-mail box address:
publicinfo@sec.gov. In most cases, this information is also available
on the Commission's website: www.sec.gov.
S-8 MCF CORP, 600 CALIFORNIA STREET, NINTH FLOOR, SAN FRANCISCO, CA, 94108,
(415) 248-5640 - 0 ($5,401,715.00) Equity, (File 333-146302 - Sep. 26)
(BR. 06B)
F-1 TEXTAINER GROUP HOLDINGS LTD, CENTURY HOUSE, 16 PAR-LA-VILLE ROAD,
HAMILTON, D0, HM HX, (441) 296-2500 - 0 ($207,000,000.00) Equity,
(File 333-146304 - Sep. 26) (BR. 06)
S-8 FIRST CAPITAL BANCORP, INC., 4222 COX ROAD, SUITE 200, GLEN ALLEN, VA,
23060, 804-276-1160 - 0 ($4,660,924.68) Equity, (File 333-146305 -
Sep. 26) (BR. 07)
SB-2 Kraig Biocraft Laboratories, Inc, 120 N. WASHINGTON SQUARE, SUITE 805,
LANSING, MI, 48933, (517) 336-0807 - 16,981,800 ($509,454.00) Equity,
(File 333-146316 - Sep. 26) (BR. 06)
S-8 IMAGENETIX INC /NV/, 16935 WEST BERNARDO DRIVE, SUITE 101, SAN DIEGO,
CA, 92127, 8583231688 - 1,500,000 ($1,560,000.00) Equity,
(File 333-146318 - Sep. 26) (BR. 01A)
S-8 ALEXION PHARMACEUTICALS INC, 352 KNOTTER DRIVE, CHESHIRE, CT, 06511,
2037761790 - 0 ($76,524,000.00) Equity, (File 333-146319 - Sep. 26)
(BR. 01C)
SB-2 Zagg INC, 3855 S 500 W., SUITE J, SALT LAKE CITY, UT, 84115,
801-263-0699 - 6,263,904 ($4,697,928.00) Equity, (File 333-146320 -
Sep. 26) (BR. 02C)
S-8 CALLAWAY GOLF CO, 2180 RUTHERFORD RD, CARLSBAD, CA, 92008-8815,
7609311771 - 4,250,000 ($67,575,000.00) Equity, (File 333-146321 -
Sep. 26) (BR. 05A)
S-4 Domtar CORP, 395 DE MAISONNEUVE BLVD. W., MONTREAL, A8, H3A 1L6,
(514) 848-5555 - 0 ($1,631,913,000.00) Non-Convertible Debt,
(File 333-146322 - Sep. 26) (BR. 03A)
F-6 KINGFISHER PLC /FI, 119 MARYEBONE RD, NORTH WEST HOUSE,
LONDON ENGLAND NWI 5PX, X0, 00000,
100,000,000 ($5,000,000.00) ADRs/ADSs, (File 333-146324 - Sep. 26)
(BR. )
S-8 UNION DENTAL HOLDINGS, INC., 1700 UNIVERSITY DRIVE SUITE 200,
CORAL SPRINGS, FL, 33701, 9545752252 - 7,000,000 ($91,000.00) Equity,
(File 333-146325 - Sep. 26) (BR. 01B)
S-3ASR Aircastle LTD, C/O AIRCASTLE ADVISOR LLC,
300 FIRST STAMFORD PLACE, 5TH FLOOR, STAMFORD, CT, 06902,
(203) 504-1020 - 0 ($0.00) Equity, (File 333-146326 - Sep. 26) (BR. 06C)
S-8 ALCOA INC, 201 ISABELLA ST, ALCOA CORPORATE CTR, PITTSBURGH, PA,
15212-5858, 4125532576 - 15,000,000 ($551,550,000.00) Equity,
(File 333-146330 - Sep. 26) (BR. 06B)
SB-2 Lantis Laser Inc., 11 STONEBRIDGE CT., DENVILLE, NJ, 07834,
203-300-7622 - 55,017,870 ($13,301,141.00) Equity, (File 333-146331 -
Sep. 26) (BR. )
S-8 E DIGITAL CORP, 13114 EVENING CREEK DR S, SAN DIEGO, CA, 92128,
6196791504 - 0 ($341,250.00) Equity, (File 333-146333 - Sep. 26)
(BR. 10B)
S-B REPUBLIC OF SOUTH AFRICA, EMBASSY OF THE REPUBLIC OF SOUTH AFRICA,
3051 MASSACHUSETTS AVENUE, NW, WASHINGTON, DC, 20008,
0 ($3,000,000,000.00) Non-Convertible Debt, (File 333-146334 - Sep. 26)
(BR. DN)
S-3 ACCESS INTEGRATED TECHNOLOGIES INC, 55 MADISON AVENUE, SUITE 300,
MORRISTOWN, NJ, 07960, 973-290-0080 -
2,175,561 ($12,096,119.16) Equity, (File 333-146335 - Sep. 26) (BR. 08A)
S-8 LANCE INC, 8600 SOUTH BLVD, POST OFFICE BOX 32368, CHARLOTTE, NC,
28232, 7045541421 - 0 ($42,534,000.00) Equity, (File 333-146336 -
Sep. 26) (BR. 04C)
S-3 180 Connect Inc., 18 W. 18TH STREET, 11TH FLOOR, NEW YORK, NY, 10011,
914-806-2307 - 0 ($2,731,974.00) Equity, (File 333-146337 - Sep. 26)
(BR. 06)
S-8 Energy Transfer Partners, L.P., 2838 WOODSIDE, -, DALLAS, TX, 75204,
9184927272 - 1,800,000 ($93,996,000.00) Equity, (File 333-146338 -
Sep. 26) (BR. 02B)
RECENT 8K FILINGS
Form 8-K is used by companies to file current reports on the following events:
1.01 Entry into a Material Definitive Agreement
1.02 Termination of a Material Definitive Agreement
1.03 Bankruptcy or Receivership
2.01 Completion of Acquisition or Disposition of Assets
2.02 Results of Operations and Financial Condition
2.03 Creation of a Direct Financial Obligation or an Obligation under an
Off-Balance Sheet Arrangement of a Registrant
2.04 Triggering Events That Accelerate or Increase a Direct Financial Obligation
under an Off-Balance Sheet Arrangement
2.05 Cost Associated with Exit or Disposal Activities
2.06 Material Impairments
3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or
Standard; Transfer of Listing
3.02 Unregistered Sales of Equity Securities
3.03 Material Modifications to Rights of Security Holders
4.01 Changes in Registrant's Certifying Accountant
4.02 Non-Reliance on Previously Issued Financial Statements or a Related Audit
Report or Completed Interim Review
5.01 Changes in Control of Registrant
5.02 Departure of Directors or Principal Officers; Election of Directors;
Appointment of Principal Officers
5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year
5.04 Temporary Suspension of Trading Under Registrant's Employee Benefit Plans
5.05 Amendments to the Registrant's Code of Ethics, or Waiver of a
Provision of the Code of Ethics
6.01. ABS Informational and Computational Material.
6.02. Change of Servicer or Trustee.
6.03. Change in Credit Enhancement or Other External Support.
6.04. Failure to Make a Required Distribution.
6.05. Securities Act Updating Disclosure.
7.01 Regulation FD Disclosure
8.01 Other Events
9.01 Financial Statements and Exhibits
8-K reports may be obtained in person or by writing to the
Commission's Public Reference Branch at 100 F Street, N.E.,
Washington, D.C. 20549-1090 or at the following e-mail box address:
publicinfo@sec.gov. In most cases, this information is also available
on the Commission's website: www.sec.gov.
STATE
NAME OF ISSUER CODE 8K ITEM NO. DATE COMMENT
ABLE ENERGY INC DE 5.02 09/24/07
ACE COMM CORP MD 5.02,9.01 08/23/07
ACORN FACTOR, INC. DE 1.01,5.02 09/20/07
ACTUANT CORP WI 2.02,9.01 09/26/07
ACUITY BRANDS INC DE 1.01,5.03,9.01 09/26/07
ADMIRALTY HOLDING CO CO 4.01 08/30/07
ADUROMED INDUSTRIES, INC. DE 5.03,9.01 09/26/07
ADVANCED ANALOGIC TECHNOLOGIES INC DE 8.01,9.01 09/25/07
ADVANCED CELL TECHNOLOGY, INC. DE 1.01,2.01,3.02,8.01 09/20/07
Advanced Life Sciences Holdings, Inc. 7.01,9.01 09/26/07
AGILYSYS INC OH 8.01,9.01 09/26/07
Aircastle LTD D0 8.01,9.01 09/26/07
Aircastle LTD D0 2.02,8.01,9.01 09/26/07
Akeena Solar, Inc. DE 5.02 09/21/07
ALCAN INC A6 5.02 09/26/07
ALEXANDER & BALDWIN INC HI 8.01,9.01 09/21/07
Allegiant Travel CO NV 7.01,9.01 09/26/07
AMB FINANCIAL CORP DE 5.02,9.01 09/26/07
AMERICA SERVICE GROUP INC /DE DE 8.01,9.01 09/25/07
AMERICAN ENTERPRISE DEVELOPMENT CORP TX 7.01 06/30/07
AMERICAN INTERNATIONAL INDUSTRIES INC NV 8.01,9.01 09/25/07
AMERICAN REALTY INVESTORS INC NV 8.01,9.01 09/18/07
Answers CORP 1.01 09/21/07
APEX SILVER MINES LTD 1.01 09/26/07
Apple REIT Seven, Inc. VA 1.01 09/24/07
ASIA TIME CORP 1.01,2.01,2.02,3.02,5.01,5.02, 01/23/07 AMEND
5.03,5.06,9.01
Aspreva Pharmaceuticals CORP A1 5.02,9.01 09/24/07
ATWOOD OCEANICS INC TX 7.01 09/26/07
AVAYA INC DE 7.01 09/26/07
AVON PRODUCTS INC NY 2.05 11/15/05 AMEND
B&D Food Corp. DE 2.01 09/24/07
BANC OF AMERICA FUNDING CORP DE 8.01,9.01 09/24/07
BANK OF AMERICA CORP /DE/ DE 3.03,5.03,8.01,9.01 09/20/07
BANK OF FLORIDA CORP FL 7.01,9.01 09/26/07
BAY NATIONAL CORP 5.03,9.01 09/25/07
BED BATH & BEYOND INC NY 2.02,8.01,9.01 09/26/07
BELL MICROPRODUCTS INC CA 1.01,9.01 09/20/07
BERKSHIRE HILLS BANCORP INC 2.01,5.02,9.01 09/21/07
BEST BUY CO INC MN 5.02,8.01 09/20/07
BIG SKY ENERGY CORP NV 8.01 09/25/07
BlueLinx Holdings Inc. DE 5.02 09/24/07
BMC SOFTWARE INC DE 5.02 09/25/07
BOMBAY CO INC DE 1.03,5.02,9.01 09/20/07
BOSTON CAPITAL REAL ESTATE INVESTMENT MD 8.01,9.01 09/26/07
BRINKS CO VA 3.03 09/25/07
C2 Global Technologies Inc FL 1.01,2.01,8.01,9.01 09/21/07
CALPINE CORP DE 7.01,9.01 09/23/07
CAMDEN NATIONAL CORP ME 8.01,9.01 09/26/07
Caribou Coffee Company, Inc. MN 7.01,9.01 09/25/07
CASCADE BANCORP OR 7.01,9.01 09/25/07
CASCADE CORP OR 8.01,9.01 09/20/07
CATALYTICA ENERGY SYSTEMS INC DE 8.01,9.01 09/25/07
CATERPILLAR FINANCIAL SERVICES CORP DE 1.01,2.03,9.01 09/20/07
CB Financial CORP NC 5.02,9.01 09/25/07
CBRL GROUP INC TN 7.01,9.01 09/26/07
CEDAR FAIR L P DE 2.05,9.01 09/20/07
CELEBRATE EXPRESS, INC. 5.02 09/24/07
CHARMING SHOPPES INC PA 5.03,9.01 09/25/07
CHARTER COMMUNICATIONS INC /MO/ DE 8.01,9.01 09/25/07
CHINA SECURITY & SURVEILLANCE TECHNOL D8 1.01,3.02,9.01 09/26/07
China Shenghuo Pharmaceutical Holding 1.01,9.01 09/25/07
CHINA SKY ONE MEDICAL, INC. NV 4.02 09/18/07 AMEND
China Yingxia International, Inc. FL 1.01,2.01,3.02,5.01,5.02,5.06, 05/12/06 AMEND
9.01
CHS INC MN 8.01 09/26/07
CITY HOLDING CO WV 7.01,9.01 09/25/07
COFFEE PACIFICA INC NV 5.02 09/24/07
COLLAGENEX PHARMACEUTICALS INC DE 8.01 09/26/07
COMBINATORX, INC DE 8.01,9.01 09/26/07
COMSYS IT PARTNERS INC DE 5.02,7.01,9.01 09/25/07
COMTEX NEWS NETWORK INC DE 2.02,9.01 09/24/07
CONSECO INC DE 7.01,9.01 09/26/07
Constellation Energy Partners LLC DE 1.01,2.01,3.02,5.03,7.01,9.01 09/21/07
CORECARE SYSTEMS INC DE 1.01,2.03,9.01 09/21/07
CRANE CO /DE/ DE 1.01,9.01 09/26/07
CUBIST PHARMACEUTICALS INC DE 8.01,9.01 09/25/07
CWABS Asset-Backed Certificates Trust DE 8.01,9.01 06/22/07 AMEND
DCT Industrial Trust Inc. MD 8.01,9.01 09/26/07
DEPOMED INC CA 1.01 09/21/07
Diamond Foods Inc DE 8.01,9.01 09/26/07
DigiCurve, Inc. NV 5.02 09/22/07
DIODES INC /DEL/ DE 7.01,9.01 09/13/07
Disaboom, Inc. CO 3.02,8.01,9.01 09/26/07
Discover Financial Services DE 5.02 09/20/07
DISCOVERY TECHNOLOGIES INC /KS/ KS 8.01 09/24/07
DOV PHARMACEUTICAL INC DE 8.01,9.01 09/25/07
DRI CORP NC 7.01,9.01 09/26/07
Eastern Insurance Holdings, Inc. PA 8.01,9.01 09/26/07
EDGEWATER TECHNOLOGY INC/DE/ DE 3.01,8.01,9.01 09/24/07
eHealth, Inc. DE 5.02 09/21/07
Emergent BioSolutions Inc. DE 1.01 09/25/07
EMERSON ELECTRIC CO MO 7.01,8.01 09/24/07
EMVELCO CORP. DE 1.01,5.02,9.01 09/17/07
EN POINTE TECHNOLOGIES INC DE 1.01,2.03,9.01 09/25/07
ENBRIDGE ENERGY PARTNERS LP DE 1.01,9.01 09/24/07
ENDO PHARMACEUTICALS HOLDINGS INC DE 7.01,9.01 09/26/07
ENER1 INC FL 8.01,9.01 09/26/07
ENERGEN CORP AL 8.01 09/24/07
Energy Transfer Equity, L.P. DE 8.01,9.01 09/25/07
Energy Transfer Equity, L.P. DE 8.01 07/26/07 AMEND
Energy Transfer Partners, L.P. DE 8.01,9.01 09/25/07
Energy Transfer Partners, L.P. DE 8.01 07/26/07 AMEND
ENERGY XXI (BERMUDA) LTD D0 2.02,7.01,9.01 09/26/07
ENNIS, INC. TX 2.02,9.01 09/25/07
ENVIRONMENTAL TECTONICS CORP PA 3.01,9.01 09/24/07
EPIC ENERGY RESOURCES, INC. CO 1.01,9.01 09/01/07
EQUINIX INC DE 1.01,1.02,2.03,8.01,9.01 09/20/07
EUROBANCSHARES INC PR 5.03,9.01 09/21/07
EVEREST FUND L P IA 4.01 09/25/07 AMEND
EXTREME NETWORKS INC DE 8.01 09/24/07
FAIRCHILD SEMICONDUCTOR INTERNATIONAL DE 7.01 09/21/07
Federal Home Loan Bank of Chicago X1 7.01,9.01 09/24/07
FEDERAL NATIONAL MORTGAGE ASSOCIATION 7.01,9.01 09/25/07
FIRST BANCORP /PR/ PR 8.01,9.01 09/24/07
FIRST FRANKLIN CORP DE 5.03,9.01 09/24/07
First Horizon Asset Sec Mort Pass Thr DE 8.01,9.01 09/25/07
First Horizon Asset Sec Mort Pass Thr DE 8.01,9.01 09/25/07
FIRST OF LONG ISLAND CORP NY 5.02 09/20/07
FIRST POTOMAC REALTY TRUST MD 7.01 09/26/07
FIRSTGOLD CORP. DE 8.01 07/13/07
FORGENT NETWORKS INC DE 9.01 09/26/07
FORME CAPITAL INC DE 1.01,5.01,9.01 09/19/07 AMEND
FPL GROUP INC FL 7.01,8.01 09/26/07
FREMONT GENERAL CORP NV 8.01,9.01 09/26/07
FUELCELL ENERGY INC DE 5.02,9.01 09/20/07
FULLER H B CO MN 2.02,9.01 09/25/07
FUSHI INTERNATIONAL INC NV 1.01,7.01,9.01 09/25/07
FUSION TELECOMMUNICATIONS INTERNATION 8.01 09/25/07
FX ENERGY INC NV 7.01,9.01 09/26/07
G REIT INC MD 7.01,9.01 09/26/07
GCI INC AK 1.01,2.03 09/14/07
GENCORP INC OH 2.02,7.01,9.01 09/26/07
GENELABS TECHNOLOGIES INC /CA CA 8.01,9.01 09/26/07
GENERAL CABLE CORP /DE/ DE 7.01,9.01 09/26/07
GENERAL COMMUNICATION INC AK 1.01,2.03 09/14/07
GENERAL EMPLOYMENT ENTERPRISES INC IL 5.02 09/24/07
GENERAL STEEL HOLDINGS INC NV 1.01,9.01 09/26/07
GENTA INC DE/ DE 5.02 09/20/07
GeoEye, Inc. DE 8.01,9.01 09/26/07
GlobalOptions Group, Inc. DE 1.01,8.01,9.01 09/21/07
GRAMERCY CAPITAL CORP MD 8.01,9.01 09/21/07
GREAT PLAINS ENERGY INC MO 1.01,2.03,9.01 09/25/07
Hammonds Industries, Inc. NV 3.02,8.01,9.01 09/25/07
HAPC, Inc. DE 7.01,8.01,9.01 09/25/07
HARRIS INTERACTIVE INC DE 1.01,2.03,9.01 09/21/07
HARSCO CORP DE 3.03,9.01 09/25/07
HEALTH BENEFITS DIRECT CORP DE 1.01,9.01 09/21/07
HERCULES OFFSHORE, INC. DE 5.02 09/20/07
HIBBETT SPORTS INC 8.01,9.01 09/26/07
HILTON HOTELS CORP DE 1.01,3.03,9.01 09/25/07
HLS SYSTEMS INTERNATIONAL LTD D8 1.01,2.01,3.02,5.02,5.06,8.01, 09/20/07
9.01
HOOPER HOLMES INC NY 8.01 09/18/07
HOSPITALITY PROPERTIES TRUST MD 8.01,9.01 09/24/07
HYTHIAM INC DE 7.01 09/26/07
I2 TECHNOLOGIES INC DE 5.02 09/20/07
IDAHO POWER CO ID 1.01,8.01,9.01 08/31/07
IMAGEWARE SYSTEMS INC DE 1.01,3.02,9.01 09/25/07
INDEPENDENT BANK CORP MA 8.01 09/26/07
INDYMAC MBS INC RESIDENTIAL ASSET SEC 8.01 09/25/07
IndyMac RAST 2004-R2 8.01 09/25/07
Innova Robotics & Automation, Inc. NV 5.02 09/20/07
INTERLEUKIN GENETICS INC DE 5.02 09/21/07
INTERLINK ELECTRONICS INC DE 5.03,9.01 09/19/07
INTERVOICE INC TX 2.02,9.01 09/26/07
INTRAOP MEDICAL CORP 5.02 08/17/07 AMEND
INVESTORS CAPITAL HOLDINGS LTD MA 5.05 09/20/07
Ivivi Technologies, Inc. NJ 7.01,9.01 09/25/07
J C PENNEY CO INC DE 5.02,9.01 09/21/07
J P MORGAN CHASE & CO DE 9.01 09/24/07
JL HALSEY CORP 2.02,9.01 09/26/07
KBS Real Estate Investment Trust, Inc MD 1.01,2.03 09/20/07
KEYCORP /NEW/ OH 5.02 09/20/07
LAIDLAW INTERNATIONAL INC DE 8.01 09/26/07
LECTEC CORP /MN/ MN 5.02,8.01,9.01 09/20/07
LEMAITRE VASCULAR INC 7.01,8.01,9.01 09/20/07
LEUCADIA NATIONAL CORP NY 1.01,2.03,9.01 09/25/07
LIFE PARTNERS HOLDINGS INC TX 2.02,9.01 09/26/07
LIONBRIDGE TECHNOLOGIES INC /DE/ DE 8.01 09/26/07
LIQUIDMETAL TECHNOLOGIES INC 5.02 09/20/07
MAGNA ENTERTAINMENT CORP DE 2.01,5.02,7.01,9.01 09/24/07
MATHSTAR INC MN 7.01,9.01 09/26/07
MATTSON TECHNOLOGY INC DE 7.01,9.01 09/26/07
MBIA INC CT 8.01,9.01 09/26/07
MEDICINOVA INC DE 7.01,9.01 09/26/07
MEMRY CORP DE 1.01,9.01 09/24/07
METABASIS THERAPEUTICS INC 1.02 09/19/07
METLIFE INC DE 8.01,9.01 09/25/07
METROPOLITAN HEALTH NETWORKS INC FL 5.02,9.01 09/21/07
MICRUS ENDOVASCULAR CORP 5.02,9.01 09/20/07
MIDWEST BANC HOLDINGS INC DE 2.04,8.01 09/20/07
MIDWEST URANIUM CORP NV 7.01,9.01 09/25/07
MOBILEPRO CORP DE 7.01,8.01,9.01 09/20/07
MOD PAC CORP NY 1.01,9.01 09/26/07
MOMENTA PHARMACEUTICALS INC DE 5.02 09/20/07
MONARCH STAFFING, INC. NV 5.02 09/25/07
MONMOUTH REAL ESTATE INVESTMENT CORP MD 9.01 09/26/07 AMEND
NABI BIOPHARMACEUTICALS DE 5.02,8.01 09/20/07
NASDAQ STOCK MARKET INC DE 1.01,1.02,2.01,8.01,9.01 09/20/07
NATIONAL FUEL GAS CO NJ 5.02 09/20/07
NATIONAL RV HOLDINGS INC DE 3.01,9.01 09/20/07
Neiman Marcus, Inc. DE 2.02,9.01 09/26/07
NEUROLOGIX INC/DE DE 5.02,9.01 09/20/07
NEW BRUNSWICK SCIENTIFIC CO INC NJ 1.02,2.01,2.04,3.01,5.01,5.02, 09/21/07
5.03,8.01,9.01
New England Bancshares, Inc. 9.01 07/12/07 AMEND
NEW PARADIGM PRODUCTIONS INC NV 3.02,5.01,5.02,8.01 09/25/07
NEW YORK COMMUNITY BANCORP INC DE 8.01,9.01 09/26/07
NEWMONT MINING CORP /DE/ DE 7.01,9.01 09/26/07
NIKE INC OR 2.02,9.01 09/20/07
NPC INTERNATIONAL INC KS 2.01 09/26/07
NTS MORTGAGE INCOME FUND DE 1.01,9.01 09/20/07
Odimo INC DE 8.01 09/25/07
OGE ENERGY CORP OK 5.02,9.01 09/26/07
OLIN CORP VA 7.01,9.01 09/26/07
ONEOK Partners LP DE 8.01,9.01 09/26/07
OPENWAVE SYSTEMS INC DE 5.02,9.01 09/25/07
OPTICAL CABLE CORP VA 2.01,2.02,9.01 09/14/07 AMEND
OUTDOOR CHANNEL HOLDINGS INC 4.01,9.01 09/21/07
PACIFIC GAS & ELECTRIC CO CA 7.01,9.01 09/25/07
PALL CORP NY 7.01,8.01,9.01 09/25/07
Paramount Acquisition Corp DE 8.01,9.01 09/26/07
PAYCHEX INC DE 2.02 09/26/07
PEABODY ENERGY CORP DE 7.01,9.01 09/26/07
PG&E CORP CA 7.01,9.01 09/25/07
PHC INC /MA/ MA 9.01 09/26/07
PHH CORP MD 8.01,9.01 09/26/07
PHOENIX TECHNOLOGIES LTD DE 2.05 09/20/07
PILGRIMS PRIDE CORP DE 1.02,2.03 09/21/07
PRINCIPAL LIFE INSURANCE CO IA 9.01 09/21/07
PRINCIPAL LIFE INSURANCE CO IA 9.01 09/21/07
PRINCIPAL LIFE INSURANCE CO IA 9.01 09/21/07
PROELITE, INC. NJ 1.01 09/21/07
PROGRESSIVE GAMING INTERNATIONAL CORP NV 1.01,9.01 09/26/07
PROTECTIVE LIFE INSURANCE CO TN 9.01 09/20/07
PUBLIC SERVICE ENTERPRISE GROUP INC NJ 7.01,9.01 09/25/07
QRS MUSIC TECHNOLOGIES INC DE 1.01,9.01 09/21/07
QUADRAMED CORP DE 1.01,2.01,9.01 09/23/07
QUESTCOR PHARMACEUTICALS INC CA 7.01,9.01 09/26/07
Rackable Systems, Inc. DE 5.02,9.01 09/20/07
RAYMOND JAMES FINANCIAL INC FL 7.01,9.01 09/25/07
RC2 CORP DE 7.01,9.01 09/26/07
Renegy Holdings, Inc. DE 8.01,9.01 09/25/07
Rockwood Holdings, Inc. DE 7.01,9.01 09/26/07
RTW INC /MN/ MN 1.01,5.02,8.01,9.01 09/20/07
RussOil CORP 4.01,9.01 09/21/07 AMEND
SALESFORCE COM INC DE 5.02 09/26/07
SANTANDER BANCORP 2.03,9.01 09/21/07
SENESCO TECHNOLOGIES INC DE 3.02,9.01 09/21/07
SERVICEMASTER CO DE 8.01,9.01 09/26/07
Shire plc 8.01,9.01 09/24/07
SIELOX INC DE 3.02,5.02,8.01 09/18/07
SIERRA PACIFIC RESOURCES /NV/ NV 1.01 09/21/07
SOUTH TEXAS OIL CO NV 1.01,8.01,9.01 09/26/07
Southridge Technology Group, Inc. DE 5.02 09/24/07
SOYO GROUP INC NV 8.01 09/26/07
Sterling Banks, Inc. NJ 5.03,9.01 09/25/07
STRATEGIC HOTELS & RESORTS, INC 8.01,9.01 09/25/07
SUNPOWER CORP CA 1.01 09/20/07
SupportSave Solutions Inc 5.02 09/25/07
Susser Holdings CORP DE 1.01 09/20/07
T-3 ENERGY SERVICES INC TX 8.01,9.01 09/26/07
Titan Global Holdings, Inc. UT 8.01,9.01 09/20/07
TITAN PHARMACEUTICALS INC DE 5.02,9.01 09/26/07
TRANSACT TECHNOLOGIES INC DE 2.05,9.01 09/26/07
Transforma Acquisition Group Inc. DE 5.03,9.01 09/24/07
TREND TECHNOLOGY CORP NV 8.01 09/26/07
TRI-ISTHMUS GROUP, INC. DE 5.02,7.01,9.01 09/20/07
TWIN DISC INC WI 7.01,9.01 09/26/07
uBid.com Holdings, Inc. DE 5.02,9.01 09/20/07
UFood Franchise CO NV 1.01,2.03,8.01,9.01 09/24/07
UNITED STATES STEEL CORP DE 1.01,9.01 09/24/07
UNITY BANCORP INC /NJ/ NJ 8.01,9.01 09/26/07
USG CORP DE 1.01,2.03,8.01,9.01 09/24/07
VENTURE FINANCIAL GROUP INC WA 8.01,9.01 09/26/07
VISANT CORP 8.01,9.01 09/26/07
VISANT HOLDING CORP 8.01,9.01 09/26/07
VONAGE HOLDINGS CORP DE 5.03,9.01 09/20/07
VYYO INC DE 5.02,9.01 09/24/07
WABASH NATIONAL CORP /DE DE 1.01,2.03,9.01 09/24/07
WARP 9, INC. NV 1.02 09/21/07
WatchIt Technologies Inc. TX 5.03,8.01 09/19/07
Wave Uranium Holding 8.01 09/26/07
WEINGARTEN REALTY INVESTORS /TX/ TX 1.01,3.02,5.03,9.01 09/25/07
WELLS REAL ESTATE INVESTMENT TRUST II MD 8.01,9.01 09/26/07
WEST PHARMACEUTICAL SERVICES INC PA 7.01,9.01 09/26/07
WESTSIDE ENERGY CORP NV 1.01,2.01,2.03 09/20/07
WGL HOLDINGS INC VA 8.01 09/19/07
WORTHINGTON INDUSTRIES INC OH 2.02,7.01,9.01 09/25/07
WORTHINGTON INDUSTRIES INC OH 2.05,2.06,9.01 09/25/07
WORTHINGTON INDUSTRIES INC OH 8.01,9.01 09/26/07
WORTHINGTON INDUSTRIES INC OH 8.01,9.01 09/26/07
Xeno Transplants CORP 1.01,9.01 09/20/07
Xenonics Holdings, Inc. NV 4.01,9.01 09/26/07
YARDVILLE NATIONAL BANCORP NJ 8.01,9.01 09/26/07
ZAREBA SYSTEMS INC MN 2.02,9.01 09/26/07
ZIONS BANCORPORATION /UT/ UT 7.01,9.01 09/26/07
ZIOPHARM ONCOLOGY INC 8.01,9.01 09/25/07
ZULU ENERGY CORP. CO 1.01,5.02,9.01 09/26/07
ZULU ENERGY CORP. CO 1.01,5.02,9.01 09/26/07 AMEND
http://www.sec.gov/news/digest/2007/dig092707.htm
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