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U.S. Securities and Exchange Commission

SEC News Digest

Issue 2011-69
April 11, 2011

Commission announcements

Securities and Exchange Commission Suspends Trading in the Securities of RINO International Corporation

The Securities and Exchange Commission (Commission) announced the temporary suspension, pursuant to Section 12(k) of the Securities Exchange Act of 1934 (Exchange Act), of trading in the securities of RINO International Corporation (RINO), a Nevada corporation with headquarters and operations in the People’s Republic of China, at 9:30 a.m. EDT on April 11, 2011, and terminating at 11:59 p.m. EDT on April 25, 2011.

It appears that there is a lack of current and accurate information concerning the securities of RINO International Corporation, because the company has failed to disclose that:  (i) the outside law firm and forensic accountants hired by the audit committee to investigate allegations of financial fraud at the company resigned on or about March 31, 2011, after reporting the results of their investigation to management and the board; (ii) the chairman of the audit committee resigned on March 31, 2011; and (iii) the company’s remaining independent directors have also resigned.  Further, questions have arisen regarding, among other things:  (i) the size of the company’s operations and number of employees; (ii) the existence of certain material customer contracts; and (iii) the existence of two separate and materially different sets of corporate books and accounts. 

The Commission cautions brokers, dealers, shareholders, and prospective purchasers that they should carefully consider the foregoing information along with all other currently available information and any information subsequently issued by the company.  Further, brokers and dealers should be alert to the fact that, pursuant to Rule 15c2-11 under the Exchange Act, at the termination of the trading suspension, no quotation may be entered unless and until they have strictly complied with all of the provisions of the rule.  If any broker or dealer has any questions as to whether or not it has complied with the rule, such broker or dealer should not enter any quotation but immediately contact the staff in the Division of Trading and Markets, Office of Interpretation and Guidance, at (202) 551-5760.  If any broker or dealer is uncertain as to what is required by Rule 15c2-11, it should refrain from entering quotations relating to RINO’s securities until such time as it has familiarized itself with the rule and is certain that all of its provisions have been met.  If any broker or dealer enters any quotation which is in violation of the rule, the Commission will consider the need for prompt enforcement action.  

If any broker, dealer, or other person has any information which may relate to this matter, they should immediately contact Kara N. Brockmeyer, Assistant Director, at (202) 551-4767, or Thomas C. Swiers, Senior Counsel, at (202) 551-4851, or by e-mail at brockmeyerk@sec.gov or swierst@sec.gov. (Rel. 34-64291)

Publication of Joint Study on the Feasibility of Mandating Algorithmic Descriptions for Derivatives

On April 8, 2011, the Securities and Exchange Commission and Commodity Futures Trading Commission (collectively, Commissions) delivered to Congress a joint staff study on the “the feasibility of requiring the derivatives industry to adopt standardized computer-readable algorithmic descriptions which may be used to describe complex and standardized financial derivatives.” See Title VII, Sec. 719(b) of Dodd-Frank. Based on the public input, staff investigation and analysis, the joint study concludes that current technology is capable of representing derivatives using a common set of computer-readable descriptions. These descriptions are precise enough to use both for the calculation of net exposures and to serve as part or all of a binding legal contract.

The Commissions’ staff study also concludes that before mandating the use of standardized descriptions for all derivatives, the following are needed: a universal entity identifier and product or instrument identifiers, a further analysis of the costs and benefits of having all aspects of legal documents related to derivatives represented electronically, and a uniform way to represent financial terms not covered by existing definitions.

To that end, in the Commissions’ staff view, standardized computer-readable descriptions are feasible for at least a broad cross-section of derivatives. The joint study contemplates that other financial regulators and the U.S. Treasury’s Office of Financial Research, along with the Commissions’ staff, may engage in a series of public-private initiatives to foster collaboration between regulators and the derivatives industry, working towards representing a broader cross-section of derivatives in computer-readable form.

The Commissions thank the many members of the derivatives industry and public that provided information for the joint study and thank the responsible staff at both the Commodity Futures Trading Commission and the Securities and Exchange Commission for their collaborative efforts. The CFTC staff responsible for the CFTC’s participation in the joint study process are: Andrei Kirilenko, Chief Economist and Study Team Lead, JonMarc Buffa; Nancy Doyle, Frank Fisanich, Irina Leonova, and John Paul Rothenberg. SEC staff responsible for the SEC’s participation in the joint study process include members of the Division of Risk, Strategy, and Financial Innovation and the Division of Trading and Markets, and the Office of Compliance, Inspections, and Examinations, Office of General Counsel and Office of International Affairs.

Contact: SEC Office of Public Affairs: (202) 551-4120

(Press Rel. 2011-89)

Enforcement proceedings

In the Matter of Kentucky Energy, Inc., Eugene Chiaramonte, III and Clear Mountain Associates, LLC

On April 8, 2011, the Commission issued an Order Instituting Cease-and-Desist Proceedings Pursuant to Section 21C of the Securities Exchange Act of 1934, Making Findings and Imposing a Cease-and-Desist Order (Order), against Kentucky Energy, Inc., Eugene Chiaramonte, III, and Clear Mountain Associates, LLC. The Order finds that Kentucky Energy, Inc. (Kentucky Energy), formerly known as Quest Minerals & Mining Corp., improperly accounted for warrants and certain convertible notes for the year ended December 31, 2005. Among other things, Kentucky Energy accounted for warrants it had issued to third parties as an asset with a purported value at the end of the first quarter of 2005 of more than $13 million. This accounting was not in accordance with generally accepted accounting principles and was material to Kentucky Energy’s financial statements, in that it caused its assets to be overstated by 43% and its net loss to be overstated by 197% for the year ended December 31, 2005. The inaccurate financial statements were prepared by Eugene Chiaramonte, III (Chiaramonte), through his consulting company, Clear Mountain Associates, LLC (Clear Mountain), which had been retained by Kentucky Energy for the purpose of preparing its financial statements.

Based on the above, the Order orders Kentucky Energy to cease and desist from committing or causing any violations and any future violations of Sections 13(a) and 13(b)(2)(A) and (B) of the Exchange Act and Rules 12b-20, 13a-1 and 13a-13 thereunder. The Order also requires Kentucky Energy to comply with certain undertakings, including but not limited to, maintaining at least two independent directors on its Board of Directors and employing a chief financial officer.

The Order also orders Chiaramonte to cease and desist from committing or causing any violations and any future violations of Section13(b)(5) of the Exchange Act and Rule 13b2-1 thereunder and Chiaramonte and Clear Mountain to cease and desist from committing or causing any violations and any future violations of Section 13(a) and 13(b)(2)(A) and (B) of the Exchange Act and Rules 12b-20, 13a-1 and 13a-13 thereunder.

Kentucky Energy, Chiaramonte and Clear Mountain consented to the issuance of the Order without admitting or denying any of the findings in the Order. (Rel. 34-64288; AAE Rel. 3268; File No. 3-14338)

In the Matter of Gualario & Co. LLC

On April 8, 2011, the Commission issued an Order Instituting Administrative and Cease-and-Desist Proceedings Pursuant to Section 8A of the Securities Act of 1933 (Securities Act), Sections 15(b) and 21C of the Securities Exchange Act of 1934 (Exchange Act), Sections 203(e), 203(f) and 203(k) of the Investment Advisers Act of 1940 (Advisers Act), and Section 9(b) of the Investment Company Act of 1940 and Notice of Hearing (Order) against Gualario & Co. LLC and Ronald Gualario.

In the Order, the Division of Enforcement alleges that the respondents, Gualario & Co., a registered investment adviser, and its sole owner and president, Ronald Gualario, made material misrepresentations and omissions in the sale of promissory notes to their advisory clients regarding the use of proceeds and the financial condition of Gualario & Co. The Division also alleges that the respondents obtained commissions in the sale of real estate limited partnership investments without registration with the Commission as a broker-dealer or being associated with a registered broker-dealer. The Division further alleges that the respondents breached their fiduciary duty by failing to disclose a material change in their hedge fund investment strategy to their advisory clients who invested in the fund.

Based on the above, the Division of Enforcement alleges that the respondents willfully violated Section 17(a) of the Securities Act, Sections 10(b) and 15(a)(1) of the Exchange Act and Rule 10b-5 thereunder, and Sections 206(1) and 206(2) of the Advisers Act, and that Gualario & Co. willfully violated and Gualario caused and aided and abetted Gualario & Co.’s violation of Section 206(4) of the Advisers Act and Rule 206(4)-4(a)(1) thereunder.

A hearing will be held by an administrative law judge to determine whether the allegations contained in the Order are true, to provide the Respondent an opportunity to dispute these allegations, and to determine what, if any, remedial sanctions are appropriate and in the public interest.

The Order requires the Administrative Law Judge to issue an initial decision no later than 300 days from the date of service of this Order, pursuant to Rule 360(a)(2) of the Commission's Rules of Practice. (Rels. 33-9202; 34-64290; IA-3186; IC-29628; File No. 3-14340)

SEC Charges Former CFO of Investment Adviser With Aiding and Abetting Fraud in Connection With Unauthorized Transfers of More than $870 Million in Client Funds

On April 8, 2011, the Securities and Exchange Commission filed a civil injunctive action in United States District Court in New York, New York against Perry A. Gruss (Gruss), the former chief financial officer of D.B. Zwirn & Co., L.P. (DBZCO), alleging aiding and abetting fraud in connection with the improper transfer of client cash, both between client funds and from client funds to DBZCO and third parties. DBZCO, now defunct, was an investment adviser that, at various times during the period 2002 through 2009, managed five hedge funds including the D.B. Zwirn Special Opportunities Fund, Ltd. (the Offshore Fund) and D.B. Zwirn Special Opportunities Fund, L.P. (the Onshore Fund), along with several managed accounts. The Offshore Fund and the Onshore Fund were separate entities with largely distinct pools of investors.

According to the Commission’s complaint, during the period March 2004 through July 2006, Gruss knowingly misused the signatory and approval authority he had over funds held in client accounts and directed and/or authorized more than $870 million in improper transfers of client cash, both between client funds and from client funds to DBZCO and third parties. The complaint alleges that the improper transfers directed and/or approved by Gruss included: (i) $576 million in transfers between March 2004 and July 2006 from the Offshore Fund to the Onshore Fund or directly to third parties to fund Onshore Fund investments; (ii) $273 million in transfers between June 2005 and May 2006 from the Offshore Fund to repay a revolving credit facility of the Onshore Fund; (iii) $22 million in transfers from client accounts between May 2004 and March 2006 to pay management fees to DBZCO before due and payable in order to cover DBZCO’s operating cash shortfalls; and (iv) a total of $3.8 million taken from the Onshore Fund and a managed account in September 2005 to fund a portion of the $17.95 million purchase price of a Gulfstream IV aircraft purchased by DBZCO’s managing partner. The complaint further alleges that the improper transfers were not permitted by the offering documents or the management agreements, were not disclosed to clients or documented as loans, and no interest was paid to clients for the unauthorized use of their funds at the time. Facing termination, Gruss resigned in October 2006, when at least $108 million of the unauthorized transfers remained outstanding. All of the money improperly transferred was eventually repaid with interest, but only after an internal investigation.

The complaint alleges that the defendant violated the antifraud provisions of the federal securities laws by aiding and abetting DBZCO’s violations of Sections 206(1) and 206(2) of the Investment Advisers Act. The SEC seeks a permanent injunction, disgorgement of any ill-gotten gains plus prejudgment interest and monetary penalties. [SEC v. Perry A. Gruss, Civil Action No. 11 Civ. 2420 (RWS) (S.D.N.Y.)] (LR-21923)

Commission Sues California Broker In Connection with $8.2 Million Oil-and-Gas Fraud

Today, the United States Securities and Exchange Commission filed a civil action against California-resident Paul N. Nicholson, and his former firm, Professional Investment Exchange, Inc. (“PIE”), alleging that they directed two fraudulent oil-and-gas offerings. According to the complaint, from May 2007 through October 2009, Nicholson and PIE fraudulently raised approximately $8.2 million from investors through two limited partnerships, Energy Opportunity Fund – VI, LLLP and Energy Opportunity Fund – VII, LLLP.

The Commission’s complaint alleges, in particular, that Nicholson, who formerly operated broker-dealer Macarthur Strategies, Inc. (“Macarthur”), and PIE, an entity Nicholson controlled, misused and misappropriated investor funds, including, among other things, using investor funds to pay undisclosed commissions to unlicensed salespeople, to pay Macarthur’s expenses and to pay undisclosed personal salary and expenses. The complaint also alleges that in communications with potential and existing investors, Nicholson engaged in conduct that operated as a fraud and deceit on investors, including by omitting material information about the use of investor proceeds and about the past performance of Nicholson’s and PIE’s oil-and-gas ventures. The complaint further alleges that Nicholson sold unregistered securities and that he operated PIE as an unregistered broker-dealer. In early 2010, Nicholson transferred control of PIE to new management and deregistered Macarthur.

Without admitting or denying the allegations in the Commission’s complaint, and subject to court approval, Nicholson and PIE have consented to the entry of judgments that would enjoin them from future violations of Sections 5(a), 5(c), and 17(a) of the Securities Act of 1933, Sections 10(b) and 15(a) of the Securities Exchange Act of 1934, and Rule 10b-5 thereunder. Nicholson has also agreed to pay disgorgement of $234,081 with prejudgment interest of $10,722. The Commission will ask the Court to impose a civil money penalty against Nicholson. Nicholson has also agreed to entry of a Commission order barring him from association with any broker, dealer, investment adviser, municipal securities dealer, municipal advisor, transfer agent, or nationally recognized statistical rating organization, or from participating in an offering of penny stock. [Securities and Exchange Commission v. Paul Nicholson and Professional Investment Exchange, Inc., Civil Action No. SACV 11-546 JVS (RNBx) (U.S.D.C./C.D. Calif.)] (LR-21924)

SEC Files Civil Injunctive Action Against Alleged Perpetrators of Fraudulent Promissory Note Offerings

On April 8, the Securities and Exchange Commission filed a civil injunctive action in the United States District Court for the Central District of California against Luis Garg, Jason Zakocs, and four companies owned and/or controlled by Garg, RealFund Investment Trust (RealFund), First Atlanta, LP (First Atlanta), Weatherby LP (Weatherby), and Citiprop Corporation (Citiprop), for allegedly participating in fraudulent offerings of promissory notes. RealFund and Citiprop are based in, and Garg and Zakocs reside in, Los Angeles, California. First Atlanta and Weatherby are based in Atlanta, Georgia.

The Complaint alleges that, from at least April 2008 through January 2010, the defendants raised approximately $1 million from 20 to 30 investors who invested in high-yield promissory notes, issued by RealFund, First Atlanta, and Weatherby, the proceeds from which were to be used for real estate development projects. According to the Complaint, the defendants told investors that their investments were risk-free and guaranteed annual returns ranging from 8% to 24%. In addition to alleging that these representations were false, the Complaint alleges that the defendants falsely advised investors that their promissory notes would be fully secured by equity in the underlying real estate projects. The Complaint further alleges that, notwithstanding the defendants’ assurances as to the safety of their investment program, one of the note issuers and real estate development companies for the investment program, First Atlanta, had been involved in bankruptcy proceedings for nearly the entire offering period. In addition, the Complaint alleges that, notwithstanding First Atlanta’s default on some of the promissory notes beginning in September 2009, the defendants failed to disclose this information to new investors and continued to offer and sell their promissory notes as a safe and guaranteed investment through January 2010. According to the Complaint, the note offerings were not registered with the Commission, RealFund was not registered with the Commission as a broker or dealer, and neither Garg nor Zakocs were associated persons of a registered broker or dealer at the time they sold the promissory notes.

The Complaint claims that, based on this conduct, all of the defendants violated Sections 5(a), 5(c) and 17(a) of the Securities Act of 1933, and Section 10(b) of the Securities Exchange Act of 1934 (Exchange Act) and Rule 10b-5 thereunder. The Complaint also claims that RealFund, Garg, and Zakocs violated Section 15(a) of the Exchange Act. [SEC v. Luis Garg, Jason Zakocs, RealFund Investment Trust, First Atlanta LP, Weatherby LP, and Citiprop Corporation, Case CV11-2976 DDP (VBKx) (C.D. Cal.)] (LR-21925)

SEC Files Civil Charges Against Brian D. Fox, Former CEO of Powder River Petroleum International, Inc., for Financial Fraud

On April 8, 2011, the Securities and Exchange Commission (Commission) filed a civil action in United States District Court in Tulsa, Oklahoma against Brian D. Fox (Fox), the former chairman, chief executive officer and chief financial officer of Powder River Petroleum International, Inc. (Powder River). The Commission’s complaint alleges that, from year-end 2004 through the first quarter of 2008, Fox misled the investing public by fraudulently inflating the revenue and omitting major liabilities of Powder River in Commission filings and by making other false and misleading public disclosures. Specifically, the complaint alleges that from year-end 2004, Powder River conveyed working interests in oil and gas leases to investors in Asia for over $43 million. The complaint further alleges that because Powder River promised full repayment of the working interest investors’ initial investment, with a 9% guaranteed annual return of principal, these transactions were, in reality, loans. Powder River, with Fox as its chairman, CEO and CFO, improperly recognized the loan proceeds as revenues that were incorporated in Powder River’s quarterly and annual public filings with the Commission.

The complaint further alleges that Fox was responsible for Powder River’s improper recording of oil and gas reserves on properties that the company did not own and inflation of the company’s net realizable value of those reserves.

The Commission’s complaint further alleges that, by mid-2007, Powder River made undisclosed, Ponzi-style payments of incoming working interest conveyance proceeds from new investors to fulfill its ongoing minimum guaranteed payment obligations to prior investors. The Commission alleges that as a result of Fox’s misconduct, Powder River materially overstated its revenues by 7% to 2,417%, its pre-tax income by 18% to 465%, and its assets by 7% to 48% in financial statements incorporated in its SEC filings. Finally, the Commission alleges that Fox, on behalf of Powder River, issued misleading press releases and other public disclosures announcing inflated revenues, assets, and reserves, and successful property purchases that Powder River never actually completed.

The Commission’s complaint alleges that Fox violated Sections 10(b) and 13(b)(5) of the Securities Exchange Act of 1934 (Exchange Act), and Rules 10b-5, 13a-14, 13b2-1, and 13b2-2 thereunder, and that Fox aided and abetted Powder River’s violations of Exchange Act Sections 13(a), 13(b)(2)(A), and 13(b)(2)(B), and Rules 13a-1, 13a-11, 13a-13, 12b-20. The Commission seeks a permanent injunction, disgorgement, civil money penalty and an officer-and-director bar against Fox.

The SEC acknowledges the assistance of the Public Company Accounting Oversight Board. [SEC v. Brian D. Fox, Civil Action No. 11-CV-211-CVE-PJC, USDC, N.D.OK] (LR-21926)

Self-regulatory organizations

Immediate Effectiveness of Proposed Rule Changes

A proposed rule change filed by the EDGX Exchange (SR-EDGX-2011-09) relating to amendments to the EDGX Exchange, Inc. Fee Schedule has become effective under Section 19(b)(3)(A) of the Securities Exchange Act of 1934. Publication is expected in the Federal Register during the week of April 11. (Rel. 34-64253)

A proposed rule change filed by The NASDAQ Stock Market to conform Rules 2360, 2361, 2370, 6951 to FINRA rule changes (SR-NASDAQ-2011-047) has become effective pursuant to Section 19(b)(3)(A) of the Securities Exchange Act of 1934. Publication is expected in the Federal Register during the week of April 11. (Rel. 34-64262)

A proposed rule change filed by The NASDAQ Stock Market to modify an initial listing standard for the Nasdaq Global Select Market (SR-NASDAQ-2011-050) has become effective pursuant to Section 19(b)(3)(A) of the Securities Exchange Act of 1934. Publication is expected in the Federal Register during the week of April 11. (Rel. 34-64263)

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 viewed in person in the Commission's Public Reference Branch at 100 F Street, N.E., Washington, D.C. To obtain paper copies, please refer to information on the Commission's Web site at http://www.sec.gov/answers/publicdocs.htm. In most cases, you can view and download this information by using the search function located at http://www.sec.gov/edgar/searchedgar/companysearch.html.

        PARKVILLE, VICTORIA, C3, 3052, 61-3-9349-4906 - 
        16,674,400 ($4,068,553.60) Equity, (File 333-173375 - Apr. 8) (BR. 01B)
S-1     Wesco Aircraft Holdings, Inc, 27727 AVENUE SCOTT, VALENCIA, CA, 91355, 
        661-775-7200 - 0 ($300,000,000.00) Equity, (File 333-173381 - Apr. 8) 
        (BR. )
        0 ($1,198,010,000.00) Other, (File 333-173382 - Apr. 8) (BR. 01B)
        SAN DIEGO, CA, 92121, 858-812-7300 - 0 ($10,917,371.92) Equity, 
        (File 333-173383 - Apr. 8) (BR. 11A)
S-8     SmartPros Ltd., 12 SKYLINE DRIVE, HAWTHORNE, NY, 10532, 9143452620 - 
        0 ($1,637,234.00) Equity, (File 333-173384 - Apr. 8) (BR. 11A)
        6126671234 - 0 ($7,956,250,000.00) Equity, (File 333-173386 - Apr. 8) 
        (BR. 07A)
        6126671234 - 0 ($7,956,250.00) Equity, (File 333-173387 - Apr. 8) 
        (BR. 07A)
        28026, 7044553239 - 0 ($150,000,000.00) Non-Convertible Debt, 
        (File 333-173390 - Apr. 8) (BR. 05C)
        PHILADELPHIA, PA, 19104, 2152439000 - 0 ($1.00) Equity, 
        (File 333-173391 - Apr. 8) (BR. 08B)
S-4     Chaparral Energy, Inc., 701 CEDAR LAKE BOULEVARD, OKLAHOMA CITY, OK, 
        73114, (405) 478-8770 - 
        300,000,000 ($300,000,000.00) Non-Convertible Debt, (File 333-173392 - 
        Apr. 8) (BR. 04C)
        PO BOX 1988, MINOT, ND, 58702-1988, 701-837-4738 - 
        100,000 ($946,000.00) Equity, (File 333-173393 - Apr. 8) (BR. 08B)
        44258, 3302735090 - 0 ($0.00) Unallocated (Universal) Shelf, 
        (File 333-173395 - Apr. 8) (BR. 06A)
S-3     ENERGY FOCUS, INC/DE, 32000 AURORA ROAD, SOLON, OH, 44139, 5104900719 - 
        2,083,664 ($2,167,010.56) Equity, (File 333-173399 - Apr. 8) (BR. 11A)
        MN, 55305, 952-258-4000 - 0 ($430,000,000.00) Non-Convertible Debt, 
        (File 333-173400 - Apr. 8) (BR. )
        SUITE 100, NASHVILLE, TN, 37215, 615-665-6036 - 
        0 ($1,025,398,000.00) Debt, (File 333-173401 - Apr. 8) (BR. 01)
        67206, (316) 676-7111 - 0 ($1.00) Other, (File 333-173402 - Apr. 8) 
        (BR. 05A)
S-1     Cyalume Technologies Holdings, Inc., 96 WINDSOR STREET,, 
        WEST SPRINGFIELD, MA, 01089, (413) 858-2500 - 
        1,031,823 ($4,823,773.00) Equity, (File 333-173403 - Apr. 8) (BR. 11C)
        4134435601 - 0 ($81,352,345.00) Equity, (File 333-173404 - Apr. 8) 
        (BR. 07B)
S-1     MetLife Insurance CO of Connecticut, 1300 HALL BOULEVARD, BLOOMFIELD, 
        CT, 06002, 860-277-0111 - 0 ($1.00) Equity, (File 333-173405 - Apr. 8) 
        (BR. 01B)
S-1     MetLife Insurance CO of Connecticut, 1300 HALL BOULEVARD, BLOOMFIELD, 
        CT, 06002, 860-277-0111 - 0 ($1.00) Equity, (File 333-173406 - Apr. 8) 
        (BR. 01B)
S-1     China Internet Caf? Holdings Group, Inc., 
        430062, (86-27) 5080-2170 - 7,247,996 ($9,059,995.00) Equity, 
        (File 333-173407 - Apr. 8) (BR. 02C)
S-1     MetLife Insurance CO of Connecticut, 1300 HALL BOULEVARD, BLOOMFIELD, 
        CT, 06002, 860-277-0111 - 0 ($1.00) Other, (File 333-173414 - Apr. 8) 
        (BR. 01B)
        77056, 832-369-6986 - 0 ($354,422,709.00) Equity, (File 333-173415 - 
        Apr. 8) (BR. 04C)
        94043, 650-623-7000 - 806,265 ($37,265,568.30) Equity, 
        (File 333-173416 - Apr. 8) (BR. 10A)
        HOUSTON TEXAS, TX, 77064, 2818977799 - 0 ($5,000,000.00) Equity, 
        (File 333-173417 - Apr. 8) (BR. 06C)
S-8     Community Bankers Trust Corp, 4235 INNSLAKE DRIVE, GLEN ALLEN, VA, 
        23060, (804) 934-9999 - 2,650,000 ($3,047,500.00) Equity, 
        (File 333-173418 - Apr. 8) (BR. 07A)
S-1     Blue Wolf Mongolia Holdings Corp., TWO SOUND VIEW DRIVE, GREENWICH, CT, 
        06830, 203-524-5272 - 0 ($80,500,000.00) Equity, (File 333-173419 - 
        Apr. 8) (BR. )

Recent 8K Filings

Form 8-K is used by companies to file current reports on the following events:


Entry into a Material Definitive Agreement


Termination of a Material Definitive Agreement


Bankruptcy or Receivership


Completion of Acquisition or Disposition of Assets


Results of Operations and Financial Condition


Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant


Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement


Cost Associated with Exit or Disposal Activities


Material Impairments


Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing


Unregistered Sales of Equity Securities


Material Modifications to Rights of Security Holders


Changes in Registrant's Certifying Accountant


Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review


Changes in Control of Registrant


Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officer


Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year


Temporary Suspension of Trading Under Registrant's Employee Benefit Plans


Amendments to the Registrant's Code of Ethics, or Waiver of a Provision of the Code of Ethics


Change in Shell Company Status


ABS Informational and Computational Material.


Change of Servicer or Trustee.


Change in Credit Enhancement or Other External Support.


Failure to Make a Required Distribution.


Securities Act Updating Disclosure.


Regulation FD Disclosure


Other Events


Financial Statements and Exhibits

8-K reports may be viewed in person in the Commission's Public Reference Branch at 100 F Street, N.E., Washington, D.C. To obtain paper copies, please refer to information on the Commission's Web site at http://www.sec.gov/answers/publicdocs.htm. In most cases, you can view and download this information by using the search function located at http://www.sec.gov/edgar/searchedgar/companysearch.html.

NAME OF ISSUER                          CODE     8K ITEM NO.          DATE        COMMENT

Acantha Acquisition Corp.               DE       5.03,9.01            04/08/11
ACHILLION PHARMACEUTICALS INC           DE       5.02,9.01            04/05/11
ADPT Corp                               DE       1.01                 04/05/11
ADVANCED ANALOGIC TECHNOLOGIES INC      DE       5.02                 04/08/11
Advanced Life Sciences Holdings, Inc.            4.01,9.01            04/04/11
ADVANCED PHOTONIX INC                   DE       5.02,8.01,9.01       04/04/11
AFFIRMATIVE INSURANCE HOLDINGS INC      DE       2.02,9.01            03/31/11
AIRTRAN HOLDINGS INC                    NV       7.01,8.01,9.01       04/08/11
AMEREN CORP                             MO       8.01                 04/07/11
AMERICAN BAR ASSOCIATION MEMBERS / NO   IL       1.01,9.01            03/21/11
AMERICAN CONSUMERS INC                  GA       3.03,7.01            04/07/11
American Standard Energy Corp.          DE       5.02,8.01,9.01       04/04/11
AmeriCredit Automobile Receivables Tr            1.01,8.01,9.01       04/06/11
ANAREN  INC                             NY       1.01,9.01            04/08/11
ANAREN  INC                             NY       1.01,9.01            04/08/11    AMEND
Approach Resources Inc                  DE       5.02,7.01,9.01       04/05/11
ARCADIA RESOURCES, INC                  NV       1.01,1.02,3.01,9.01  04/04/11
ARCHER DANIELS MIDLAND CO               DE       8.01,9.01            04/04/11
Ardea Biosciences, Inc./DE              DE       5.02                 04/06/11
ARMSTRONG WORLD INDUSTRIES INC          PA       5.02                 04/08/11    AMEND
ASSURED GUARANTY LTD                    D0       8.01,9.01            04/08/11
AVENTINE RENEWABLE ENERGY HOLDINGS IN   DE       8.01,9.01            04/08/11
BEHRINGER HARVARD REIT I INC            MD       7.01,9.01            04/08/11
BEST BUY CO INC                         MN       5.02                 04/06/11
BI-OPTIC VENTURES INC                            4.01,9.01            03/31/11
BIDGIVE INTERNATIONAL INC               DE       4.01,9.01            04/05/11
Bill The Butcher, Inc.                  NV       5.02                 03/31/10
BioNeutral Group, Inc                   NV       5.02                 04/05/11
Blackwater Midstream Corp.                       8.01,9.01            04/05/11
BLUEFLY INC                             DE       5.02                 04/07/11
BLYTH INC                               DE       2.02                 04/08/11
BRAINY BRANDS COMPANY, INC.             DE       8.01                 02/08/11
Bronco Drilling Company, Inc.           DE       7.01,9.01            04/08/11
BSD MEDICAL CORP                        DE       2.02,9.01            04/08/11
BTHC XV, Inc.                           DE       4.02                 04/05/11
CANADIAN DERIVATIVES CLEARING CORP      A6       9.01                 03/31/11
CAPSALUS CORP                           NV       4.02                 04/04/11
Cardo Medical, Inc.                     DE       1.01,2.01,5.02,9.01  04/04/11
CAVIUM NETWORKS, INC.                   DE       9.01                 01/25/11    AMEND
CAVIUM NETWORKS, INC.                   DE       9.01                 03/04/11    AMEND
CDW Corp                                DE       8.01,9.01            04/06/11
CelLynx Group, Inc.                     NV       1.01,3.02,9.01       04/05/11
CHESAPEAKE ENERGY CORP                  OK       7.01,8.01,9.01       04/04/11
China Century Dragon Media, Inc.        DE       3.01,7.01,9.01       04/05/11
China Executive Education Corp                   4.02                 04/08/11    AMEND
CHINA GREEN MATERIAL TECHNOLOGIES, IN   NV       7.01,9.01            04/07/11
China Tel Group Inc                     NV       1.01,9.01            04/04/11    AMEND
China Tel Group Inc                     NV       1.01,9.01            04/04/11    AMEND
China XD Plastics Co Ltd                NV       8.01,9.01            04/07/11
COLUMBIA LABORATORIES INC               DE       8.01                 04/06/11
COLUMBIA LABORATORIES INC               DE       8.01,9.01            04/08/11
COMMERCIAL BARGE LINE CO                DE       5.02                 04/05/11
Commercial Vehicle Group, Inc.          DE       8.01,9.01            04/08/11
COMVERGE, INC.                          DE       1.01                 04/06/11
CONSTELLATION BRANDS, INC.              DE       5.02,9.01            04/05/11
CORCEPT THERAPEUTICS INC                DE       8.01,9.01            03/31/11
CRAFT BREWERS ALLIANCE, INC.            WA       2.02,9.01            04/05/11
Cullen Agricultural Holding Corp        DE       1.01,8.01            04/05/11
CYBERDEFENDER CORP                      CA       1.01,3.01,9.01       04/05/11
CYBEX INTERNATIONAL INC                 NY       3.01                 04/05/11
Danvers Bancorp, Inc.                   DE       8.01,9.01            04/08/11
Destination Maternity Corp              DE       2.02,9.01            04/07/11
DIGITAL YEARBOOK, INC.                  NV       5.02                 04/06/11
DJO Finance LLC                         DE       1.01,2.01,2.03,9.01  04/07/11
EAGLE ROCK ENERGY PARTNERS L P          DE       7.01,9.01            04/07/11
EAGLE ROCK ENERGY PARTNERS L P          DE       7.01,9.01            04/08/11
EASYLINK SERVICES INTERNATIONAL CORP    DE       8.01,9.01            04/07/11
Emergent BioSolutions Inc.              DE       1.01                 04/08/11
Encore Energy Partners LP               DE       4.01,9.01            04/08/11    AMEND
Energy Future Holdings Corp /TX/        TX       1.01                 04/07/11
EPOCH HOLDING CORP                      DE       8.01                 04/08/11
EQUITY RESIDENTIAL                      MD       5.02                 04/08/11
ESTEE LAUDER COMPANIES INC              DE       1.01,9.01            04/05/11
FEDERAL AGRICULTURAL MORTGAGE CORP               5.02                 04/07/11
Federal Home Loan Bank of New York      X1       5.02                 04/04/11
FEDERAL NATIONAL MORTGAGE ASSOCIATION            5.02                 04/05/11
FIRST ASIA HOLDINGS Ltd                 A6       5.02                 04/01/11
FIRST FINANCIAL HOLDINGS INC /DE/       DE       7.01,9.01            04/07/11
FIRST PLACE FINANCIAL CORP /DE/         DE       8.01                 04/07/11
FIRST SECURITY GROUP INC/TN             TN       3.01,9.01            04/04/11
FIRSTMERIT CORP /OH/                    OH       5.04,9.01            04/08/11
FLEXIBLE SOLUTIONS INTERNATIONAL INC    NV       2.02                 04/01/11    AMEND
FORCE PROTECTION INC                    NV       1.01,8.01,9.01       04/04/11
GENCORP INC                             OH       2.02,7.01,9.01       04/07/11
GENTA INC DE/                           DE       8.01                 04/08/11
GENVEC INC                              DE       5.07,8.01,9.01       04/05/11
GENZYME CORP                            MA       2.01,3.01,3.02,3.03, 04/04/11
GigOptix, Inc.                          DE       1.01,3.02,8.01,9.01  04/08/11
GLOBAL EARTH ENERGY, INC.               NH       1.02,8.01,9.01       04/08/11
GLU MOBILE INC                          DE       5.02                 04/04/11
GOLDMAN SACHS GROUP INC                 DE       9.01                 04/08/11
Google Inc.                             DE       5.02                 04/04/11
GRUBB & ELLIS CO                        DE       3.01,9.01            04/07/11
GYRODYNE CO OF AMERICA INC              NY       8.01,9.01            04/07/11
HD SUPPLY, INC.                         DE       7.01                 04/05/11

HERITAGE COMMERCE CORP                  CA       5.02                 04/06/11
HIGHLAND BUSINESS SERVICES, INC.        NV       2.01,3.02,5.01,5.02  04/07/11    AMEND
HOMELAND ENERGY SOLUTIONS LLC                    5.07,8.01            04/07/11
HSW International, Inc.                 DE       3.01                 04/07/11
HYPERDYNAMICS CORP                      DE       8.01,9.01            04/06/11
ICF International, Inc.                 DE       5.02,9.01            04/04/11
ICO Global Communications (Holdings)    DE       8.01                 04/06/11
ICU MEDICAL INC/DE                      DE       8.01,9.01            04/08/11
IMH Financial Corp                      DE       5.02                 04/06/11
INFORMATION ARCHITECTS CORP             NC       8.01,9.01            04/08/11
INFOSONICS CORP                                  3.01                 04/05/11
Innovaro, Inc.                                   5.02,9.01            04/04/11
INSPIRE PHARMACEUTICALS INC             DE       1.01,3.03,8.01,9.01  04/05/11
Intellect Neurosciences, Inc.           DE       5.03,8.01,9.01       04/04/11
InterMetro Communications, Inc.                  8.01,9.01            03/31/11
INUVO, INC.                             NV       8.01                 04/07/11
INVACARE CORP                           OH       1.01,2.03,9.01       04/05/11
INVESTMENT TECHNOLOGY GROUP INC         DE       8.01,9.01            04/08/11
Iron Eagle Group, Inc.                  DE       9.01                 11/23/10    AMEND
IRONWOOD PHARMACEUTICALS INC                     5.02                 04/07/11
IVAX DIAGNOSTICS INC                    DE       1.01,3.02,9.01       04/08/11
JOHNSON & JOHNSON                       NJ       8.01,9.01            04/08/11
KAYDON CORP                             DE       8.01,9.01            04/08/11
Kennedy-Wilson Holdings, Inc.           DE       7.01,9.01            04/07/11
KRAFT FOODS INC                         VA       5.02                 04/06/11
LEUCADIA NATIONAL CORP                  NY       8.01,9.01            04/08/11
Li3 Energy, Inc.                        NV       1.01,3.02            04/04/11
Liberator, Inc.                         FL       5.02                 04/07/11
LIGAND PHARMACEUTICALS INC              DE       2.04                 04/06/11
LOCAL.COM                               DE       1.01,9.01            04/04/11
LOCATEPLUS HOLDINGS CORP                         5.02                 04/08/11
Mastech Holdings, Inc.                  PA       5.02                 04/06/11
Maxray Optical Technology Co. Ltd.      DE       1.01,9.01            04/08/11
MEDIANET GROUP TECHNOLOGIES INC         NV       5.02,9.01            04/08/11
MEMSIC Inc                                       5.02                 04/04/11
Mercantile Bancorp, Inc.                DE       8.01                 03/28/11
MICRON TECHNOLOGY INC                   DE       5.02,9.01            04/08/11
MINDSPEED TECHNOLOGIES, INC             DE       5.02,5.07,9.01       04/05/11
MONSANTO CO /NEW/                       DE       8.01,9.01            04/08/11
MONSANTO CO /NEW/                       DE       8.01,9.01            04/08/11
MORGANS FOODS INC                       OH       8.01                 04/06/11
MS STRUCTURED SATURNS SERIES 2002-14    DE       8.01                 04/08/11
MULTI COLOR Corp                        OH       1.01,9.01            04/05/11
NATIONAL HOLDINGS CORP                  DE       5.02                 04/05/11
NEAH POWER SYSTEMS, INC.                NV       1.01,3.01,9.01       03/31/11
NETLOGIC MICROSYSTEMS INC               DE       2.01                 04/05/11
Neurokine Pharmaceuticals Inc.          A1       5.02                 03/30/11
Noble Medical Technologies, Inc.        DE       1.01,9.01            04/04/11
NORTH BAY RESOURCES INC                 DE       3.02,9.01            04/01/11
NORTHEAST UTILITIES                     MA       8.01,9.01            04/08/11
NSTAR/MA                                         8.01,9.01            04/08/11
NU SKIN ENTERPRISES INC                 DE       2.02,9.01            04/08/11    AMEND
OCTUS INC                               NV       2.01,9.01            06/10/10    AMEND
OGLETHORPE POWER CORP                   GA       2.01,9.01            04/08/11
OLD DOMINION ELECTRIC COOPERATIVE       VA       1.01,2.03,9.01       04/07/11
ONCOR ELECTRIC DELIVERY CO LLC          DE       8.01                 04/08/11
ONEOK INC /NEW/                         OK       7.01,9.01            04/06/11

ONEOK Partners LP                       DE       7.01,9.01            04/06/11
OPNEXT INC                                       2.02,9.01            04/08/11
OVERSTOCK.COM, INC                      DE       8.01                 04/08/11
PACIFIC BLUE ENERGY CORP.                        1.02,7.01,9.01       04/07/11
PASSUR Aerospace, Inc.                  NY       5.07                 04/06/11
Pebblebrook Hotel Trust                 MD       2.02,7.01,8.01,9.01  04/06/11
PEPCO HOLDINGS INC                      DE       2.02,7.01,9.01       04/07/11
Perfumania Holdings, Inc.               FL       7.01,9.01            04/07/11
PHAZAR CORP                             DE       3.01                 04/07/11
PHOENIX FOOTWEAR GROUP INC              DE       5.02                 04/04/11
PILGRIMS PRIDE CORP                     DE       7.01                 04/08/11
PLATINUM ENERGY RESOURCES INC           DE       8.01,9.01            03/24/11
POP N GO INC                            DE       8.01                 04/08/11    AMEND
POWERSECURE INTERNATIONAL, INC.         DE       2.02,9.01            04/08/11
PPL Corp                                         1.01,2.03,9.01       04/04/11
PROASSURANCE CORP                       DE       7.01,9.01            04/08/11
PROTEONOMIX, INC.                       DE       8.01                 04/08/11
QUICKLOGIC CORPORATION                  CA       2.02,9.01            04/08/11
RadNet, Inc.                            DE       2.01,8.01,9.01       04/08/11
RealD Inc.                              DE       1.01,2.03,9.01       04/05/11
RED MOUNTAIN RESOURCES, INC.            FL       1.01,9.01            03/22/11
REGEN BIOLOGICS INC                     DE       1.01,2.04,3.02,9.01  03/11/11
REGIS CORP                              MN       2.02,9.01            04/08/11
RELIABRAND INC.                                  2.01,9.01            01/20/11    AMEND
REX ENERGY CORP                         DE       7.01,9.01            04/08/11
Rhino Resource Partners LP              DE       8.01,9.01            04/08/11
RiverSource LaSalle International Rea   MD       7.01,9.01            04/08/11
ROCHESTER MEDICAL CORPORATION           MN       2.01,2.03,9.01       04/07/11
ROCKWELL AUTOMATION INC                 DE       5.02                 04/06/11
RODMAN & RENSHAW CAPITAL GROUP, INC.    DE       7.01,9.01            04/08/11
ROLLINS INC                             DE       7.01,9.01            04/08/11
SANDRIDGE ENERGY INC                    DE       1.01,9.01            04/06/11
SandRidge Mississippian Trust I         DE       1.01,9.01            04/06/11
SCANSOURCE INC                          SC       1.01,9.01            04/07/11
SCANSOURCE INC                          SC       2.02,9.01            04/08/11
Seagate Technology plc                  L2       5.02,9.01            04/06/11
SEARS HOLDINGS CORP                     DE       1.01,2.03            04/08/11
SENSIENT TECHNOLOGIES CORP              WI       1.01,2.03,9.01       04/07/11
SENTRY PETROLEUM LTD.                            7.01,9.01            04/08/11
SHAMIKA 2 GOLD, INC.                    NV       4.01,5.02            03/25/11
SHERIDAN GROUP INC                      DE       1.01,8.01,9.01       04/08/11
SHUFFLE MASTER INC                      MN       5.02,5.03,9.01       04/04/11
SIONIX CORP                             NV       3.02,9.01            04/06/11
SKYLINE CORP                            IN       2.02,9.01            04/08/11
SMART ONLINE INC                        DE       2.03,3.02            04/06/11
Sorrento Therapeutics, Inc.             DE       5.02                 04/08/11
SOUTH AMERICAN GOLD CORP.               NV       3.02                 03/30/11
SOUTHCOAST FINANCIAL CORP               SC       4.01,9.01            04/05/11
SOUTHERN CONNECTICUT BANCORP INC        CT       5.02,9.01            04/06/11
SPARTAN MOTORS INC                      MI       5.02                 04/04/11
Spirit AeroSystems Holdings, Inc.       DE       8.01                 04/08/11
Spirit AeroSystems Holdings, Inc.       DE       8.01,9.01            04/08/11
STAGE STORES INC                        NV       8.01,9.01            04/07/11
STEWART ENTERPRISES INC                 LA       5.07                 04/07/11
STONE ENERGY CORP                       DE       7.01,9.01            04/07/11
STRATS (SM) TRUST FOR JPMORGAN CHASE             8.01,9.01            04/01/11
Strats(SM) Trust for JPMorgan Chase C            8.01,9.01            04/01/11
STRATS(SM) Trust For Morgan Stanley S            8.01,9.01            04/01/11
SUN RIVER ENERGY, INC                   CO       8.01,9.01            12/31/10
SUN RIVER ENERGY, INC                   CO       1.01,9.01            12/31/10
SUNVALLEY SOLAR, INC.                   NV       1.01,2.01,3.02,5.01, 06/24/10    AMEND

SUPERIOR BANCORP                        DE       3.01,9.01            04/06/11
TBS International plc                   L2       9.01                 04/08/11    AMEND
TETRA TECHNOLOGIES INC                  DE       7.01,9.01            04/08/11
TIDELANDS BANCSHARES INC                         5.02,9.01            04/05/11
TIVO INC                                DE       5.02,9.01            04/06/11
TOYOTA MOTOR CREDIT CORP                CA       7.01,9.01            04/08/11
TRANSAX INTERNATIONAL LTD               CO       1.01,2.01,9.01       04/08/11
TRANSCAT INC                            OH       5.02                 04/04/11
TransDigm Group INC                     DE       7.01,9.01            04/08/11
TRANSWITCH CORP /DE                     DE       1.01,2.03,9.01       04/04/11
TRI VALLEY CORP                         DE       8.01,9.01            04/08/11
TRICO MARINE SERVICES INC               DE       7.01,9.01            04/05/11
Umami Sustainable Seafood Inc.          NV       9.01                 07/20/10    AMEND
Umami Sustainable Seafood Inc.          NV       9.01                 11/30/10    AMEND
Under Armour, Inc.                      MD       8.01,9.01            04/08/11
United Continental Holdings, Inc.       DE       8.01,9.01            04/07/11
UNITED REFINING CO                      PA       8.01,9.01            04/08/11
US NEUROSURGICAL INC                             4.01                 04/04/11
VECTREN CORP                            IN       1.01                 04/05/11
VEECO INSTRUMENTS INC                   DE       5.02                 04/06/11
VISTA GOLD CORP                         B0       7.01,8.01,9.01       04/06/11
WACCAMAW BANKSHARES INC                 NC       3.01,9.01            04/04/11
Wayside Technology Group, Inc.          DE       5.02,9.01            04/05/11
WELLS FARGO & CO/MN                     DE       8.01,9.01            04/08/11
Winwheel Bullion Inc.                   DE       4.01,9.01            04/07/11
XO HOLDINGS INC                         DE       5.02,9.01            04/08/11
ZANETT INC                              DE       4.02                 04/05/10
ZAP                                     CA       2.01,9.01            04/08/11    AMEND



Modified: MM/DD/YYYY