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U.S. Securities and Exchange Commission

SEC News Digest

Issue 2012-76
April 19, 2012

Commission Announcements

SEC Names Diane C. Blizzard as Associate Director For Regulatory Policy and Investment Adviser Regulation

The Securities and Exchange Commission today announced that Diane C. Blizzard has been named Associate Director for Regulatory Policy and Investment Adviser Regulation in the Division of Investment Management.  As Associate Director, Ms. Blizzard will supervise two offices that develop recommendations for rulemaking and other policy initiatives under the Investment Company Act and the Investment Advisers Act.

Ms. Blizzard replaces Robert Plaze, who has become Deputy Director of the Division.  Ms. Blizzard has been a member of the Division of Investment Management staff for 12 years, most recently serving as Managing Executive.  She has previously held several policy roles, including as Senior Adviser to the Director and as head of the Office of Regulatory Policy, one of the Division’s rulemaking offices she will now lead.  Earlier in her career, Ms. Blizzard was counsel to an affiliate of the Investment Company Institute.  

“Diane is an accomplished lawyer and a skilled manager and I look forward to her continued leadership in her new role,” said Eileen Rominger, Director of the SEC’s Division of Investment Management. 

“This is a great opportunity to work with Eileen Rominger and the talented Division staff on advancing Chairman Schapiro’s investor-focused regulatory agenda,” Ms. Blizzard said.

Ms. Blizzard holds a bachelor’s degree from Duke University and received her law degree from Georgetown University. (Press Rel. 2012-69)

Volcker Rule Conformance Period Clarified

The Federal Reserve Board on Thursday announced its approval of a statement clarifying that an entity covered by section 619 of the Dodd-Frank Wall Street Reform and Consumer Protection Act, or the so-called Volcker Rule, has the full two-year period provided by the statute to fully conform its activities and investments, unless the Board extends the conformance period. Section 619 generally requires banking entities to conform their activities and investments to the prohibitions and restrictions included in the statute on proprietary trading activities and on hedge fund and private equity fund activities and investments.

Section 619 required the Board to adopt rules governing the conformance periods for activities and investments restricted by that section, which the Board did on February 9, 2011. Subsequently, the Board received a number of requests for clarification of the manner in which this conformance period would apply and how the prohibitions will be enforced. The Board is issuing this statement to address this question.

The Board’s conformance rule provides entities covered by section 619 of the Dodd-Frank Act a period of two years after the statutory effective date, which would be until July 21, 2014, to fully conform their activities and investments to the requirements of section 619 of the Dodd-Frank Act and any implementing rules adopted in final under that section, unless that period is extended by the Board.

The Board, the Office of the Comptroller of the Currency, the Federal Deposit Insurance Corporation, the Securities and Exchange Commission, and the Commodity Futures Trading Commission (the agencies) plan to administer their oversight of banking entities under their respective jurisdictions in accordance with the Board’s conformance rule and the attached statement. The agencies have invited public comment on a proposal to implement the Volcker rule, but have not adopted a final rule. Press Rel. 2012-70)

Enforcement Proceedings

In the Matter of Brian S. Cherry

An Administrative Law Judge issued an Order Making Findings and Imposing Sanctions by Default (Default Order) in Brian S. Cherry, Admin. Proc. No. 3-14789. The Order Instituting Proceedings (OIP) alleged that Respondent Brian S. Cherry (Cherry) was permanently enjoined from future violations of Sections 5(a), 5(c), and 17(a) of the Securities Act of 1933 and Sections 10(b) and 15(a) of the Securities Exchange Act of 1934 (Exchange Act) and Exchange Act Rule 10b-5 on February 3, 2012, in SEC v. Aubrey, No. 8:11-cv-01564-JVS-RNB (C.D. Cal.). The Default Order finds the allegations of the OIP to be true and that it is in the public interest, pursuant to Section 15(b) of the Exchange Act, to bar Cherry from association with a broker, dealer, investment adviser, municipal securities dealer, transfer agent, and from participating in an offering of penny stock. (Rel. 34-66826; File No. 3-14789)

In the Matter of MidSouth Capital, Inc. and Mark D. Hill

On April 18, 2012, the Commission an Order Instituting Administrative and Cease-and-Desist Proceedings Pursuant to Sections 15(b) and 21C of the Securities Exchange Act of 1934, Section 203(f) of the Investment Advisers Act of 1940 and Section 9(b) of the Investment Company Act of 1940, Making Findings and Imposing Remedial Sanctions and a Cease-and-Desist Order against MidSouth Capital, Inc. (MidSouth) and Mark D. Hill (Hill). The Order finds that, between 2008 and October 2011, MidSouth Capital failed, on multiple occasions, to maintain its necessary minimum net capital amounts. The Order further finds that, despite these failures, MidSouth continued to effect transactions in securities as a broker-dealer in violation of the federal securities laws and further failed to provide timely notification of its net capital deficiencies. The Order further finds that Hill, MidSouth’s former CEO and Financial Operations Principal, willfully aided and abetted and caused MidSouth’s net capital violations.

Based on the above, the Order censures MidSouth and directs MidSouth and Hill to cease-and-desist from committing or causing violations of the net capital rules. The Order further imposes upon Hill a six (6) month suspension from association with any broker, dealer, investment adviser, municipal securities dealer, municipal advisor, transfer agent, or nationally recognized statistical rating organization; a six (6) month prohibition 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 a civil money penalty of $15,000. MidSouth and Hill consented to the issuance of the Order without admitting or denying any of the findings in the Order, except as to the Commission’s jurisdiction over them and the subject matter of these proceedings, which are admitted. (Rel. 34-66828; IA-3398; IC-30038; File No. 3-14852)

SEC Charges OX Trading, OptionsXpress, and Former CFO with Registration Violations

The Securities and Exchange Commission today charged a Chicago-based securities dealer affiliated with online brokerage firm optionsXpress, Inc. with violating the registration provisions of the securities laws when it continued trading operations after delisting from the Chicago Board Options Exchange (CBOE) and deregistering with the SEC, apparently to avoid an audit.

The SEC’s Division of Enforcement instituted administrative proceedings against OX Trading LLC, optionsXpress, and their former CFO Thomas E. Stern, alleging that OX Trading operated as an unregistered dealer from October 2009 to November 2010 and illegally transacted in securities while not a member of a national securities association or national exchange from March 2009 to November 2010.

According to the SEC’s order, Stern terminated OX Trading’s membership with the CBOE and ended the firm’s broker-dealer registration with the SEC. Meanwhile, OX Trading quietly continued to conduct trading through a customer account at optionsXpress. Stern, who was also OX Trading’s Chief Compliance Officer, later fabricated and backdated an allegedly exculpatory letter purporting to demonstrate that he had properly informed CBOE that OX Trading would deregister and become a customer of optionsXpress.

Earlier this week, the SEC charged optionsXpress and Stern for their roles in a naked short selling scheme.

According to the SEC’s order, OX Trading and optionsXpress became wholly-owned subsidiaries of The Charles Schwab Corporation in September 2011. OX Trading, which was originally registered with the SEC in 2008, was created to provide price improvement on orders from optionsXpress’ customers and to profit from those trades. OX Trading received electronic requests for quotes (RFQs) from optionsXpress. These RFQs allowed OX Trading to determine whether it wanted to be the counterparty to an optionsXpress customer’s order. OX Trading allegedly made money when it traded as a counterparty to optionsXpress customer orders and hedged the positions created by those trades.

According to the SEC’s order, a CBOE examiner conveyed to Stern in early 2009 that OX Trading was required to have an annual audit based on its CBOE membership status. Despite CBOE’s request, Stern refused to pay for an audit and subsequently terminated OX Trading’s CBOE membership on March 2, 2009. Nonetheless, OX Trading continued to conduct the same trading through a customer portfolio margin account at optionsXpress. Stern did not inform the CBOE that OX Trading would continue its operations as a customer of optionsXpress. He later attempted to furnish the fabricated and backdated letter to SEC investigators in a phony attempt to prove otherwise.

According to the SEC’s order, after Stern was contacted by the SEC’s Division of Trading and Markets, Stern filed a form with the SEC on Aug. 18, 2009, to deregister OX Trading as a broker-dealer. The deregistration became effective on Oct. 17, 2009. According to an internal e-mail sent by Stern, OX Trading “stalled as long as [it] could” in deregistering. OX Trading continued to trade through a customer portfolio margin account at optionsXpress.

The SEC’s Division of Enforcement alleges that CBOE identified the OX Trading customer account during an exam of optionsXpress in late 2009. CBOE requested an explanation about why OX Trading was not registered with the SEC as a broker-dealer. In an internal e-mail about CBOE’s request, Stern stated, “I am happy to spin this however it needs to be.” Stern then sent CBOE a letter containing numerous factual inaccuracies and no legal opinion or analysis about OX Trading’s registration status. CBOE sent Stern another letter in June 2010 informing him that it believed OX Trading was functioning as a dealer and that it needed to either cease operations or obtain a written opinion from the SEC confirming that OX Trading was not required to register. OX Trading did neither.

According to the SEC’s order, OX Trading eventually acquired a CBOE trading permit and registered again with the SEC effective Nov. 16, 2010.

As alleged in the SEC’s order, OX Trading violated Sections 15(a) and 15(b)(8) of the Exchange Act, and Stern and optionsXpress caused and willfully aided and abetted OX Trading’s violations.

In these administrative proceedings, a hearing will be scheduled before an Administrative Law Judge. At the hearing, the judge will hear evidence to determine whether the allegations contained in the SEC’s order are true and to determine what relief, if any, is in the public interest against OX Trading, optionsXpress, and Stern, including, but not limited to, disgorgement of ill-gotten gains, prejudgment interest, and financial penalties. (Rel. 34-66831; IA-30039; File No. 3-14853)

In the Matter of ProElite, Inc.

An Administrative Law Judge issued an Order Making Findings and Revoking Registration by Default as to Universal Guardian Holdings, Inc. (Default Order) in ProElite, Inc., Admin. Proc. 3-14806. The Default Order finds that Universal Guardian Holdings, Inc. (Universal Guardian), an issuer of securities registered pursuant to Section 12(g) of the Securities Exchange Act of 1934 (Exchange Act), failed to comply with Exchange Act Section 13(a) and Exchange Act Rules 13a-1 and 13a-13 by failing to file required periodic reports with the Securities and Exchange Commission. As a result, the Administrative Law Judge ordered the revocation of the registration of each class of Universal Guardian’s registered securities.

The Administrative Law Judge ordered a second prehearing conference on May 17, 2012, to determine whether ProElite, Inc., was able to carry out its intent to file its missing periodic reports. (Rel. 34-66832; File No. 3-14806)

SEC Announces Settlement of Accounting Fraud Charges Against Former CSK Auto Corporation Management

On April 18, 2012, the Securities and Exchange Commission announced that final judgments have been entered in the United States District Court in Phoenix, Arizona against three former officers and managers of Phoenix-based CSK Auto Corporation (CSK). The Commission’s complaint, filed in 2009, alleged that from 2002 to 2004, Don W. Watson, CSK’s former chief financial officer, senior vice president, and treasurer, Edward W. O’Brien, CSK’s former controller, and Gary M. Opper, CSK’s former director of credit and receivables, engaged in a scheme to materially overstate CSK’s income by aggressively recognizing vendor allowances and failing to write off vendor allowance receivables when management knew the receivables were uncollectible. Because of the scheme, CSK filed false financial statements overstating pre-tax income for fiscal year 2002 by 48.6%, or $11.2 million, fiscal year 2003 by at least $37.4 million, thereby reporting pre-tax income instead of a pre-tax loss, and fiscal year 2004 by at least 67.2%, or $21.4 million. At the time of the fraud, CSK was one of the nation’s largest auto parts retailers with over 1000 stores located throughout the western United States. In July 2008, CSK became a wholly owned subsidiary of O’Reilly Automotive, Inc.

Pursuant to his final judgment, Watson consented to a permanent injunction, a permanent officer and director bar, and agreed to reimburse O’Reilly Automotive, Inc. (“O’Reilly”), which acquired CSK, $646,404.17 in bonuses and stock profits pursuant to Section 304 of the Sarbanes-Oxley Act of 2002, (“SOX”), 15 U.S.C. 7243. In a related criminal action brought by the U.S. Department of Justice, on September 21, 2011, Watson was sentenced to two years’ imprisonment, to be followed by three years’ supervised release, and ordered to pay restitution in the amount of $1,016.13, based on his guilty plea to a to a one-count superseding felony information, charging him with conspiracy to commit securities fraud and mail fraud, in violation of 18 U.S.C. 371.

Pursuant to his final judgment, O’Brien consented, without admitting or denying the allegations in the Commission’s complaint, to a permanent injunction, a permanent officer and director bar, and agreed to pay $33,386 in disgorgement and prejudgment interest. Pursuant to his final judgment, Opper consented, without admitting or denying the allegations in the Commission’s complaint, to full injunctive relief and agreed to pay $10,906 in disgorgement and prejudgment interest. In the related DOJ criminal action, both O’Brien and Opper pled guilty to obstruction of justice in connection with the Commission’s investigation by providing false information to CSK’s counsel, knowing that the results of CSK’s internal investigation would be disclosed to the Commission staff, in violation of 18 U.S.C. 1505. On November 10, 2011, both O’Brien and Opper were sentenced to three years’ probation, and ordered to pay a $10,000 and $2,500 fine, respectively. [SEC v. Don W. Watson, Edward W. O’Brien, and Gary M. Opper, Case No. 2:09-cv-00442-LOA (D. Ariz.)] (LR-22338; AAE Rel. 3382)

Investment Company Act Releases

Beverly Hills Bancorp Inc.

A notice has been issued giving interested persons until May 14, 2012, to request a hearing on an application filed by Beverly Hills Bancorp Inc. (Beverly Hills). The requested order would exempt Beverly Hills from all provisions of the Act, except Sections 9, 17(a), 17(d), 17(e), 17(f), 36 through 45, and 47 through 51 of the Act and the rules thereunder, subject to the modifications discussed in the application, until the earlier of one year from the date of the requested order or such time as Beverly Hills would no longer be required to register as an investment company under the Act. (Rel. IC-30036 - April 18)

Jefferies Employees Special Opportunities Partners, LLC, et al.

An order has been issued on an application filed by Jefferies Employees Special Opportunities Partners, LLC, et al. to exempt a limited liability company formed for the benefit of eligible employees of Jefferies Group, Inc. and its affiliates from certain provisions of the Investment Company Act of 1940 (Act). The limited liability company is an “employees’ securities company” within the meaning of Section 2(a)(13) of the Act. (Rel. IC-30037 - April 18)

Self-Regulatory Organizations

Immediate Effectiveness of Proposed Rule Change

A proposed rule change, (SR-Phlx-2012-49), filed by NASDAQ OMX PHLX LLC, to amend Rule 1014 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 23. (Rel. 34-66806)

Approval of Proposed Rule Changes

The Commission has approved a proposed rule change (SR-ICC-2012-01) filed by ICE Clear Credit LLC under Section 19(b)(1) of the Securities Exchange Act of 1934 to provide that one hundred percent (100%) of the initial margin requirement for client-related positions cleared in a clearing participant’s customer account origin may be satisfied by a clearing participant utilizing US Treasuries. Publication is expected in the Federal Register during the week of April 23. (Rel. 34-66825)

The Commission approved a proposed rule change, as modified by Amendment No. 1 thereto, submitted by The NASDAQ Stock Market LLC (SR-NASDAQ-2012-002), pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 and Rule 19b-4 thereunder, to adopt an alternative to the $4 pershare initial listing bid price requirement for the Nasdaq Capital Market of either $2 closing price per share or $3 closing price per share, if certain other listing requirements are met. Publication is expected in the Federal Register during the week of April 23. (Rel. 34-66830)

Proposed Rule Change

International Securities Exchange, LLC filed a proposed rule change (SR-ISE-2012-26) to list and trade option contracts overlying 10 shares of a security. Publication is expected in the Federal Register during the week of April 23. (Rel. 34-66827)

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.

        19103, 215 546 7909 - 0 ($150,000,000.00) Equity, (File 333-180780 - 
        Apr. 18) (BR. 02)

        73102-6406, 405-429-5500 - 0 ($532,523,189.00) Equity, 
        0 ($0.00) Unallocated (Universal) Shelf, (File 333-180781 - Apr. 18) 
        (BR. 04A)

S-8     JinkoSolar Holding Co., Ltd., 1 JINGKE ROAD, 
        (86-793)846-9699 - 2,000,000 ($11,400,000.00) Equity, 
        (File 333-180787 - Apr. 18) (BR. 10B)

S-3     CONNS INC, 3295 COLLEGE STREEET, BEAUMONT, TX, 77701, 4098321696 - 
        0 ($250,000,000.00) Unallocated (Universal) Shelf, (File 333-180789 - 
        Apr. 18) (BR. 02B)

        LOS ANGELES, CA, 90071, 2136131900 - 0 ($250,000,000.00) Equity, 
        (File 333-180790 - Apr. 18) (BR. 08C)

S-3     Two Harbors Investment Corp., 601 CARLSON PARKWAY, SUITE 150, 
        MINNETONKA, MN, 55305, 612-629-2500 - 0 ($2,500,000,000.00) Other, 
        (File 333-180791 - Apr. 18) (BR. 08B)

N-2     RMR Preferred Income Fund, TWO NEWTON PLACE, 255 WASHINGTON STREET, 
        NEWTON, MA, 02458, (617) 332-9530 - 0 ($1,000,000.00) Equity, 
        (File 333-180801 - Apr. 18) (BR. 18)

        SAN DIEGO, CA, 92127, 8586738600 - 0 ($2,472,561.09) Equity, 
        (File 333-180809 - Apr. 18) (BR. 03C)

        973-544-6116 - 6,945,226 ($12,214,020.00) Equity, (File 333-180811 - 
        Apr. 18) (BR. 01A)

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

ABBOTT LABORATORIES                     IL       2.02,9.01            04/18/12

ABOVENET INC                            DE       8.01,9.01            04/18/12

Aclor International, Inc.               DE       8.01                 04/11/12

ACTUANT CORP                            WI       1.01,2.03,8.01,9.01  04/16/12

ADCARE HEALTH SYSTEMS INC               OH       1.01,2.03            04/12/12

ADVOCAT INC                             DE       8.01,9.01            04/17/12

AFFIRMATIVE INSURANCE HOLDINGS INC      DE       3.01                 04/13/12

ALBEMARLE CORP                          VA       2.02,9.01            04/18/12

American Energy Development Corp.       NV       8.01,9.01            04/17/12

AMERICAN EXPRESS CO                     NY       2.02,7.01            04/18/12

American Realty Capital Properties, I   MD       8.01                 04/17/12

American Realty Capital Trust, Inc.     DE       1.01,2.03,8.01,9.01  04/18/12

American Sands Energy Corp.             DE       5.02                 04/16/12

AMERICANWEST BANCORPORATION             WA       7.01,9.01            04/13/12

AMPHENOL CORP /DE/                      DE       2.02,9.01            04/18/12

ANNAPOLIS BANCORP INC                   MD       8.01,9.01            04/18/12

ARROW FINANCIAL CORP                    NY       2.02,9.01            04/18/12

Aspect FuturesAccess LLC                DE       3.02                 04/13/12

ASSOCIATED MATERIALS, LLC               DE       8.01,9.01            04/18/12

BADGER METER INC                        WI       2.02,9.01            04/18/12

Bank of New York Mellon CORP            DE       2.02,9.01            04/18/12

BIOTIME INC                             CA       7.01,9.01            04/18/12

Bizzingo, Inc.                          NV       5.02,7.01,9.01       04/03/12

BJs RESTAURANTS INC                     CA       8.01,9.01            04/18/12

BLACKBAUD INC                                    8.01,9.01            04/18/12

BlackRock Inc.                          DE       2.02,9.01            04/18/12

Boston Therapeutics, Inc.               DE       8.01,9.01            04/18/12

BROCADE COMMUNICATIONS SYSTEMS INC      DE       1.01,5.07            04/12/12

CADUS CORP                              DE       8.01                 04/18/12

CAESARS ENTERTAINMENT Corp              DE       5.02                 04/16/12

CAMERON INTERNATIONAL CORP              DE       5.03,8.01,9.01       04/16/12

CASS INFORMATION SYSTEMS INC            MO       5.07,8.01,9.01       04/16/12

CATALYST HEALTH SOLUTIONS, INC.         DE       7.01,8.01,9.01       04/17/12

CENTRAL FEDERAL CORP                    DE       8.01,9.01            04/18/12

CENTRAL VALLEY COMMUNITY BANCORP        CA       2.02,9.01            04/18/12

CENTURYLINK, INC                        LA       8.01,9.01            04/18/12

Chaparral Energy, Inc.                  DE       7.01,9.01            04/18/12

CHECKPOINT SYSTEMS INC                  PA       5.02,9.01            04/13/12

CHEMBIO DIAGNOSTICS, INC.               NV       7.01,9.01            04/18/12

CHEMICAL FINANCIAL CORP                 MI       5.07                 04/16/12

CHINA FORESTRY INC                      NV       5.02                 04/06/12

CICERO INC                              DE       1.01,3.02,5.01       03/31/12

CIG WIRELESS CORP.                      NV       1.01,5.02,5.03,9.01  03/22/12

CITIZENS & NORTHERN CORP                PA       8.01,9.01            04/18/12

CLEVELAND BIOLABS INC                   DE       5.02,9.01            04/12/12

CMS ENERGY CORP                         MI       3.02,7.01,9.01       04/13/12

CNB FINANCIAL CORP/PA                   PA       5.02,5.07,8.01,9.01  04/17/12

COHEN & STEERS INC                      DE       2.02,9.01            04/18/12

COMMUNITY TRUST BANCORP INC /KY/        KY       2.02,7.01,9.01       03/31/12

CompuCredit Holdings Corp               GA       1.01,2.03,9.01       11/02/11    AMEND

CORE LABORATORIES N V                   P7       2.02,9.01            04/18/12

COVANTA HOLDING CORP                    DE       2.02,7.01,9.01       04/18/12

COVER ALL TECHNOLOGIES INC              DE       1.01                 04/18/12

Crestwood Midstream Partners LP         DE       5.02                 04/12/12

CROWN HOLDINGS INC                      PA       2.02,9.01            04/18/12

CUBIST PHARMACEUTICALS INC              DE       2.02,9.01            04/18/12

Cullman Bancorp, Inc.                   X1       8.01,9.01            04/17/12

Cyalume Technologies Holdings, Inc.     DE       2.02,9.01            04/16/12

CYS Investments, Inc.                   MD       2.02,9.01            04/18/12

DELCATH SYSTEMS INC                     DE       5.02,9.01            04/13/12

Delta Seaboard International, Inc.      NV       1.01,2.01,5.02,5.06, 04/18/12
DEPOMED INC                             CA       8.01                 04/18/12

DIAMOND OFFSHORE DRILLING INC           DE       7.01,9.01            04/18/12

Digital Realty Trust, Inc.                       2.03                 04/16/12

DNA BRANDS INC                          CO       1.01,9.01            04/09/12

DONEGAL GROUP INC                       DE       2.02,9.01            04/18/12

DOVER Corp                              DE       2.02,9.01            03/31/12

EBAY INC                                DE       2.02,9.01            04/18/12

EDUCATION MANAGEMENT CORPORATION                 8.01,9.01            04/17/12

ENDEAVOUR INTERNATIONAL CORP            NV       1.01,2.03            04/12/12

ENERNOC INC                             DE       5.02                 04/16/12

Ensco plc                                        7.01,9.01            04/18/12

ENTROPIC COMMUNICATIONS INC             DE       1.01,2.01,9.01       04/12/12

ERIE INDEMNITY CO                       PA       5.07,8.01            04/17/12

ESB FINANCIAL CORP                      PA       2.02,9.01            04/17/12

EVERTEC, Inc.                           PR       1.01,3.02,5.02,5.07, 04/17/12
EXPONENT INC                            DE       2.02,9.01            04/18/12

F5 NETWORKS INC                         WA       2.02,9.01            04/18/12

FASTENAL CO                             MN       5.02,5.07            04/17/12

Federal Home Loan Bank of Chicago       X1       7.01,9.01            04/18/12

Fifth Street Finance Corp               DE       8.01,9.01            04/18/12

FIFTH THIRD BANCORP                     OH       5.07                 04/17/12

First Advantage Bancorp                          8.01,9.01            04/18/12

First Bancorp, Inc /ME/                 ME       2.02                 03/31/12

FIRST CASH FINANCIAL SERVICES INC       DE       2.02,8.01,9.01       04/16/12

First Choice Healthcare Solutions, In   FL       7.01,9.01            04/17/12

FIRST CITIZENS BANCSHARES INC /DE/      DE       5.02                 04/13/12

FIRST COMMUNITY CORP /SC/               SC       2.02,8.01,9.01       04/18/12

FIRST HORIZON NATIONAL CORP             TN       5.02,5.07,9.01       04/17/12

FIRST LEVEL ENTERTAINMENT GROUP, INC.   FL       3.02,5.02            04/17/12

Firsthand Technology Value Fund, Inc.            8.01,9.01            04/18/12

FLATBUSH FEDERAL BANCORP INC                     1.01,9.01            04/12/12

Florida Bank Group, Inc.                FL       8.01                 04/12/12

Francesca's Holdings CORP                        7.01,9.01            04/17/12

FREDERICK COUNTY BANCORP INC            MD       5.02                 04/18/12

GENWORTH FINANCIAL INC                  DE       2.02,9.01            04/17/12

GENWORTH FINANCIAL INC                  DE       5.02                 04/16/12

Georgetown Bancorp, Inc.                X1       5.02,9.01            04/11/12

GLOBAL GSM SOLUTIONS                    NV       5.07                 04/11/12

GLOBALSCAPE INC                         DE       7.01                 04/18/12

GOODYEAR TIRE & RUBBER CO /OH/          OH       5.07                 04/17/12

GRANT PARK FUTURES FUND LIMITED PARTN   IL       7.01,9.01            04/13/12

Great Wolf Resorts, Inc.                DE       1.01,8.01,9.01       04/18/12

HASTINGS ENTERTAINMENT INC              TX       8.01,9.01            04/13/12

HD SUPPLY, INC.                         DE       5.02                 04/17/12

HD SUPPLY, INC.                         DE       1.01,1.02,2.03,7.01  04/12/12

HEARTLAND FINANCIAL USA INC             DE       7.01,9.01            04/18/12

HERITAGE OAKS BANCORP                   CA       7.01,9.01            04/18/12

Highbridge Commodities FuturesAccess    DE       3.02                 04/13/12

HUNTINGTON BANCSHARES INC/MD            MD       2.02,9.01            04/18/12

IHS Inc.                                DE       5.07                 04/12/12

ILLUMINA INC                            DE       8.01,9.01            04/18/12

IMPERIAL PETROLEUM INC                  NV       1.01,9.01            04/06/11

INCYTE CORP                             DE       5.02                 04/18/12

INDEPENDENT BANK CORP                   MA       5.02,8.01            04/12/12

INTEL CORP                              DE       2.02                 04/17/12

INTERLEUKIN GENETICS INC                DE       2.03                 04/13/12

INTERNATIONAL BUSINESS MACHINES CORP    NY       2.02                 04/17/12

INTERNATIONAL BUSINESS MACHINES CORP    NY       8.01                 04/17/12

International Stem Cell CORP            DE       3.02                 04/17/12

INTERPHASE CORP                         TX       8.01,9.01            04/18/12

Intervia Inc.                                    4.01,9.01            04/17/12

Intervia Inc.                                    5.02                 03/21/12

INUVO, INC.                             NV       7.01,9.01            04/18/12

ISLE OF CAPRI CASINOS INC               DE       5.02                 04/12/12

ITRONICS INC                            TX       2.02,9.01            04/12/12

JAKKS PACIFIC INC                       DE       8.01,9.01            04/18/12

JAKKS PACIFIC INC                       DE       8.01,9.01            04/17/12

KAMAN CORP                              CT       5.07                 04/18/12

KEMET CORP                              DE       1.01,9.01            04/17/12

Kenergy Scientific, Inc.                NJ       4.01,9.01            03/15/09

KENEXA CORP                                      9.01                 02/06/12    AMEND

KINDER MORGAN ENERGY PARTNERS L P       DE       2.02,9.01            04/18/12

KINDER MORGAN, INC.                     DE       2.02,9.01            04/18/12

KIT digital, Inc.                       DE       9.01                 04/11/12    AMEND

KNIGHT CAPITAL GROUP, INC.              DE       2.02,7.01,9.01       04/18/12

KNOLOGY INC                             DE       8.01,9.01            04/18/12

KNOLOGY INC                             DE       1.01,3.03,9.01       04/18/12

LAKELAND INDUSTRIES INC                 DE       2.02,9.01            04/18/12

LAM RESEARCH CORP                       DE       2.02,9.01            04/18/12

Laredo Oil, Inc.                        DE       5.02                 04/12/12

LENNAR CORP /NEW/                       DE       5.07                 04/11/12

LEVEL 3 COMMUNICATIONS INC              DE       1.01,9.01            04/18/12

LINEAR TECHNOLOGY CORP /CA/             DE       2.01,9.01            04/17/12

LPL Investment Holdings Inc.            DE       5.02,9.01            04/18/12

LRR Energy, L.P.                        DE       7.01,9.01            04/18/12

MAGNUM OIL INC.                         NV       5.03,7.01,9.01       04/11/12

Man AHL FuturesAccess LLC               DE       3.02                 04/13/12

Mantra Venture Group Ltd.                        1.01,5.02,9.01       04/03/12    AMEND

MARRIOTT INTERNATIONAL INC /MD/         DE       2.02,9.01            04/18/12

MARTEN TRANSPORT LTD                    DE       2.02,9.01            04/17/12

MARTIN MARIETTA MATERIALS INC           NC       1.01,9.01            04/13/12

McEwen Mining Inc.                      CO       5.02,7.01,9.01       04/18/12

MDU RESOURCES GROUP INC                 DE       2.02,7.01,9.01       04/17/12

MECHANICAL TECHNOLOGY INC               NY       5.02                 04/12/12

MEDIA GENERAL INC                       VA       2.02,9.01            04/18/12

MEDIWARE INFORMATION SYSTEMS INC        NY       7.01,9.01            04/18/12

MEDTRONIC INC                           MN       8.01                 04/18/12

Mellanox Technologies, Ltd.             L3       2.02,9.01            04/18/12

Memorial Production Partners LP         DE       8.01,9.01            04/17/12

METALS USA HOLDINGS CORP.               DE       2.02,9.01            04/18/12

MHI Hospitality CORP                    MD       5.07,7.01,9.01       04/17/12

MICRO IMAGING TECHNOLOGY, INC.          CA       5.02                 04/13/12

MICRON TECHNOLOGY INC                   DE       1.01,2.03,3.02,9.01  04/12/12

MIDAMERICAN ENERGY CO                   IA       8.01                 04/18/12

MINDSPEED TECHNOLOGIES, INC             DE       2.02,9.01            02/06/12    AMEND

ML Winton FuturesAccess LLC             DE       3.02                 04/13/12

MMRGlobal, Inc.                         DE       1.01,9.01            04/16/12

MONMOUTH REAL ESTATE INVESTMENT CORP    MD       7.01,9.01            04/18/12

Morningstar, Inc.                       IL       8.01,9.01            04/17/12

Mueller Water Products, Inc.            DE       8.01,9.01            04/18/12

MVB FINANCIAL CORP                      WV       7.01                 04/18/12

MVB FINANCIAL CORP                      WV       7.01                 04/18/12    AMEND

National CineMedia, Inc.                DE       1.01,7.01,8.01,9.01  04/18/12

NB Manufacturing, Inc.                  NV       1.01,9.01            04/12/12

NEW YORK COMMUNITY BANCORP INC          DE       2.02,7.01,9.01       04/18/12

NEW YORK MORTGAGE TRUST INC             MD       5.02,7.01,9.01       04/18/12

NEWS CORP                                        1.01,3.03,8.01,9.01  04/18/12

NEWS CORP                                        8.01,9.01            04/18/12

NIC INC                                 CO       7.01                 04/18/12

NightCulture, Inc.                      NV       7.01,9.01            04/17/12

NOBILITY HOMES INC                      FL       3.01                 04/16/12

Noble Corp / Switzerland                V8       2.02,9.01            04/18/12

NORDSTROM INC                           WA       8.01                 04/18/12

NORTHERN TRUST CORP                     DE       5.03,9.01            04/17/12

NORWOOD FINANCIAL CORP                  PA       2.02,9.01            04/18/12

NOVELLUS SYSTEMS INC                    CA       2.02,9.01            04/18/12

Obagi Medical Products, Inc.            DE       1.01,2.03,9.01       04/18/12

OMNI VENTURES INC                       KS       5.02                 04/18/12

ON SEMICONDUCTOR CORP                   DE       8.01,9.01            04/16/12

PACIFIC CONTINENTAL CORP                OR       2.02,9.01            04/18/12

PACKAGING CORP OF AMERICA                        2.02,9.01            04/17/12

PACWEST BANCORP                         DE       2.02,9.01            04/18/12

PAPERWORKS INC.                         NV       7.01,9.01            04/17/12

PARKERVISION INC                        FL       8.01,9.01            04/18/12

Patriot Minefinders Inc.                NV       5.03,9.01            04/11/12

PEABODY ENERGY CORP                     DE       1.04                 04/13/12

PIER 1 IMPORTS INC/DE                   DE       7.01,9.01            04/18/12

PINNACLE WEST CAPITAL CORP              AZ       8.01                 04/18/12

PIPER JAFFRAY COMPANIES                 DE       2.02,9.01            04/18/12

Platinum Studios, Inc.                  CA       5.02                 03/16/12

PLATINUM UNDERWRITERS HOLDINGS LTD      D0       2.02,9.01            04/18/12

PLEXUS CORP                             WI       2.02                 04/18/12

PNC FINANCIAL SERVICES GROUP, INC.      PA       2.02,9.01            04/18/12

PNC FINANCIAL SERVICES GROUP, INC.      PA       2.02,9.01            04/18/12

Poage Bankshares, Inc.                  MD       5.03,9.01            04/17/12

POLARIS INDUSTRIES INC/MN               MN       2.02,7.01,9.01       04/18/12

POLYCOM INC                             DE       2.02,9.01            04/18/12

PRECISION OPTICS Corp INC               MA       1.01                 04/12/12

Primerica, Inc.                         DE       1.01,9.01            04/17/12

QUALCOMM INC/DE                         DE       2.02,9.01            04/18/12

QUEST DIAGNOSTICS INC                   DE       2.02,9.01            04/18/12

RealD Inc.                              DE       5.02,8.01,9.01       04/18/12

RECOVERY ENERGY, INC.                   NV       5.02,9.01            04/12/12

Rockville Financial, Inc. /CT/          CT       8.01                 04/18/12

ROMA FINANCIAL CORP                     X1       7.01,9.01            04/18/12

RTI Biologics, Inc.                     DE       5.07                 04/17/12

RUBY TUESDAY INC                        GA       5.02                 04/17/12

S Y BANCORP INC                         KY       2.02,9.01            04/18/12

SANDRIDGE ENERGY INC                    DE       1.01,9.01            04/17/12

SandRidge Mississippian Trust II        DE       1.01,9.01            04/17/12

SANTARUS INC                            DE       8.01                 04/18/12

Santos Resource Corp.                   NV       1.01,4.01,9.01       04/18/12

SCBT FINANCIAL CORP                     SC       8.01                 04/17/12

SCHAWK INC                                       7.01                 04/18/12

SCHIFF NUTRITION INTERNATIONAL, INC.    DE       7.01,9.01            04/18/12

SCHIFF NUTRITION INTERNATIONAL, INC.    DE       9.01                 03/30/12    AMEND

SELECT COMFORT CORP                     MN       2.02,9.01            04/18/12

SERENA SOFTWARE INC                     DE       1.01                 04/12/12

SHENANDOAH TELECOMMUNICATIONS CO/VA/    VA       5.03,5.07,7.01,9.01  04/17/12

Shengtai Pharmaceutical, Inc.                    8.01,9.01            04/17/12

Silver Dragon Resources Inc.            DE       7.01,9.01            04/18/12

SIMULATIONS PLUS INC                             7.01,9.01            04/17/12

Sino Agro Food, Inc.                    NV       2.02,7.01            04/18/12

Skilled Healthcare Group, Inc.          DE       1.01,1.02,2.03,2.04, 04/12/12
SLM CORP                                DE       2.02,9.01            04/18/12

SMITH MIDLAND CORP                      DE       2.02,9.01            04/16/12

SOUTH AMERICAN GOLD CORP.               NV       5.02                 04/12/12

SOUTHWEST BANCORP INC                   OK       2.02,7.01,9.01       04/18/12

SPAR GROUP INC                          DE       7.01,9.01            04/17/12

ST JUDE MEDICAL INC                     MN       2.02,9.01            04/18/12

Staffing 360 Solutions, Inc.                     8.01                 04/13/12

STERIS CORP                             OH       2.03                 04/13/12

STILLWATER MINING CO /DE/               DE       7.01,9.01            04/18/12

STRATUS PROPERTIES INC                  DE       1.01,3.03,9.01       04/13/12

STUDIO II BRANDS INC                    FL       5.02                 04/13/12

SUNPEAKS VENTURES, INC.                          1.01,9.01            04/11/12

SUPERTEX INC                            CA       2.02,9.01            04/18/12

SXC Health Solutions Corp.              A6       7.01,9.01            04/18/12

SYNTHESIS ENERGY SYSTEMS INC            DE       7.01,9.01            04/18/12

TAMM Oil & Gas Corp.                    NV       5.02,9.01            04/18/12

TE Connectivity Ltd.                    V8       5.02,9.01            04/12/12

Tempco, Inc.                            NV       1.01,5.02,9.01       04/12/12

TEREX CORP                              DE       8.01,9.01            04/18/12

TEXTRON INC                             DE       2.02,9.01            04/18/12

TGC INDUSTRIES INC                      TX       5.02,9.01            04/13/12

THERMADYNE HOLDINGS CORP /DE            DE       1.01,9.01            04/12/12

THQ INC                                 DE       2.02,2.06,9.01       04/12/12

THUNDER MOUNTAIN GOLD INC               NV       5.02,8.01,9.01       04/13/12

TIBCO SOFTWARE INC                      DE       1.01,8.01,9.01       04/16/12

TORON INC.                              NV       2.01                 04/16/12

Toyota Auto Receivables 2012-A Owner    DE       8.01,9.01            04/18/12

Toyota Auto Receivables 2012-A Owner    DE       1.01,9.01            04/18/12

TRANS ENERGY INC                        NV       7.01,9.01            04/18/12

Transocean Ltd.                         V8       7.01,9.01            04/18/12

TRIM HOLDING GROUP                      NV       5.02                 04/17/12

Two Harbors Investment Corp.                     8.01,9.01            04/18/12

Unilife Corp                            DE       5.07,7.01,9.01       04/16/12

UNION BANKSHARES INC                    VT       2.02,8.01,9.01       04/18/12

UNITED RENTALS INC /DE                  DE       2.02,7.01,9.01       04/17/12

UNIVERSAL FOREST PRODUCTS INC           MI       2.02,9.01            04/18/12

US BANCORP \DE\                         DE       8.01                 04/18/12

Vantage Drilling CO                     E9       7.01,9.01            04/18/12

VENTAS INC                              DE       1.01,2.03,9.01       04/17/12

VIRGINIA COMMERCE BANCORP INC                    2.02,7.01,9.01       04/18/12

VISTAPRINT N.V.                         P7       1.01,9.01            04/13/12

VMWARE, INC.                            DE       2.02,9.01            04/18/12

VONAGE HOLDINGS CORP                    DE       5.02                 04/17/12

WASHINGTON FEDERAL INC                  WA       2.02,7.01,9.01       04/12/12

WatchIt Technologies Inc.               TX       5.02                 04/13/12

WEST CORP                               DE       2.02,9.01            04/18/12

WESTAR ENERGY INC /KS                   KS       8.01                 04/18/12

WEYERHAEUSER CO                         WA       5.07                 04/12/12

WILLIAM LYON HOMES                      DE       2.02,9.01            04/16/12

Wright Express CORP                              5.02,9.01            04/13/10

WVS FINANCIAL CORP                      PA       2.02,9.01            04/18/12

XCel Brands, Inc.                       DE       3.02,5.02            04/17/12

Xun Energy, Inc.                        NV       1.01,9.01            04/12/12



Modified: 04/19/2012