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U.S. Securities and Exchange Commission


Issue 2013-76
April 22, 2013

Commission announcements

George Canellos and Andrew Ceresney Named Co-Directors of Enforcement

The Securities and Exchange Commission (Commission) today announced that Acting Director George Canellos and former federal prosecutor Andrew Ceresney have been named Co-Directors of the Division of Enforcement.

Mr. Canellos, 48, has been serving as Acting Director since January, and previously had been the division’s Deputy Director since June 2012.  He played a key role in developing the division’s Cooperation Program and in generating numerous programmatic, policy, and legislative initiatives and critical decisions on national priority enforcement actions. 

From July 2009 to June 2012, Mr. Canellos served as Director of the SEC’s New York Regional Office, overseeing 400 enforcement attorneys, accountants, investigators, and compliance examiners involved in the investigation and prosecution of enforcement actions and the performance of compliance inspections in the New York region.  The New York office has responsibility for the largest concentration of SEC-registered financial institutions, including more than 4,000 investment banks, investment advisers, broker-dealers, mutual funds and hedge funds.

Previously, Mr. Ceresney, 41, served as a Deputy Chief Appellate Attorney in the United States Attorney's Office for the Southern District of New York, where he was a member of the Securities and Commodities Fraud Task Force and the Major Crimes Unit.  As a prosecutor, Mr. Ceresney handled numerous white collar criminal investigations, trials and appeals, including matters relating to securities fraud, mail and wire fraud, and money laundering.

Most recently, Mr. Ceresney served as a partner in the law firm of Debevoise & Plimpton LLP, where he focused on representing entities and individuals in white collar criminal and SEC investigations, complex civil litigation and internal corporate investigations.  

“George and Andrew are two of the best lawyers and finest people I know.  They are a perfect combination to lead the talented Enforcement Division professionals who protect investors and keep our markets safe and vibrant,” said Mary Jo White, SEC Chair. 

“As head of the New York Regional Office and the Deputy Director and Acting Director of Enforcement, George has distinguished himself at the SEC as a highly respected leader with a keen intellect and extensive knowledge of the securities laws,” Chairman White added.  “I have had the pleasure of working with Andrew both at the U.S. Attorney’s Office and in the private sector.   He has proven himself to be an extraordinarily talented and versatile lawyer with tremendous judgment and creativity. George and Andrew will be a formidable team and I am grateful to both of them for taking on this extremely important responsibility.”

Mr. Canellos said, “I am delighted and honored to have this opportunity to serve again under Mary Jo White in partnership with my longtime friend and gifted former colleague.  I look forward to continuing to work with the Commission and with my colleagues in the Enforcement Division and throughout the agency as we confront new challenges.”

Mr. Ceresney said, “I am truly humbled to be joining the SEC’s Enforcement Division with its rich history and deeply committed and talented people.  I am excited to be charged with implementing Chairman White’s mandate of bold and unrelenting enforcement and thrilled to be teaming again with George, an immensely talented lawyer and close friend.”

The Enforcement Division is the agency's largest unit, with more than 1,200 investigators, accountants, trial attorneys and other professionals.  In recent years the division has achieved remarkable success prosecuting financial crisis cases, insider trading and other violations, while returning billions to harmed investors.

A former federal prosecutor, Mr. Canellos became an Assistant U.S. Attorney in the Southern District of New York in 1994.  During his nine years there, Mr. Canellos served in a number of positions including Chief of the Major Crimes Unit, Senior Trial Counsel of the Securities and Commodities Fraud Task Force, and Deputy Chief Appellate Attorney.  After leaving the U.S. Attorney’s Office and before joining the SEC, Mr. Canellos spent more than six years as a litigation partner at the law firm of Milbank, Tweed, Hadley & McCloy LLP.  He began his legal career as a litigation associate at Wachtell, Lipton, Rosen & Katz.  Mr. Canellos is a graduate of Harvard College and Columbia University School of Law.

Mr. Ceresney served as a law clerk to the Honorable Dennis Jacobs, Chief Judge of the U.S. Court of Appeals for the Second Circuit from 1997 to 1998.  He served as law clerk to the Honorable Michael Mukasey, formerly Chief Judge of the U.S. District Court for the Southern District of New York, from 1996 to 1997.  Mr. Ceresney is a graduate of Columbia College and Yale Law School.  (Press Rel. 2013-67)

Commission Charges Former Executive with Insider Trading on Nonpublic Information Obtained as Part of Professional Group

The Commission today charged a former corporate executive living in South Florida with insider trading based on confidential information that he learned as part of a professional organization.

The SEC alleges that Mark D. Begelman purchased stock in Bluegreen Corporation in advance of a public announcement by BFC Financial Corporation that it was acquiring the company.  Begelman was a member of the World Presidents’ Organization (WPO), which is a global professional group of business leaders who are current or former executives at major companies.  The WPO has a specific written policy that discussions of a confidential nature are to be kept confidential.  Nonetheless, Begelman took advantage of confidential information he learned from another WPO member and illegally traded ahead of the merger announcement for nearly $15,000 in illicit profits. 

Begelman has agreed to pay more than $30,000 to settle the SEC’s charges.

“As a longstanding member of a group of executive professionals, Begelman disregarded his obligation of trust and confidence by abusing and illegally profiting from his extraordinary access to material, nonpublic information,” said Eric I. Bustillo, Director of the SEC’s Miami Regional Office. 

According to the SEC’s complaint filed in U.S. District Court for the Southern District of Florida, Begelman joined the WPO in 1991 while he was president and chief operating officer at Office Depot.  He later served as an officer at BankAtlantic Bancorp and as vice chairman of the board at Canyon Creek Food Company.  Begelman was part of a small, tightly-knit group of WPO members called Forum 91.  Begelman gleaned the nonpublic information about the merger from a fellow Forum 91 member who was a high-ranking executive at both Bluegreen and BFC.

According to the SEC’s complaint, Begelman and his fellow Forum 91 members gathered for their annual retreat in the Florida Keys from Nov. 1 to Nov. 3, 2011.  During the retreat, Begelman learned from the executive that Bluegreen and BFC were in merger negotiations and planned to enter into a business combination.  Begelman e-mailed his stockbroker on November 2 instructing him to buy 25,000 shares of Bluegreen.  The next day, Begelman and his stockbroker spoke by phone, and minutes later the stockbroker entered an order to purchase 25,000 Bluegreen shares at $2.25 per share.  The purchase order was filled by Nov. 9, 2011. 

The SEC alleges that Begelman purchased the shares despite the duty of trust and confidence he owed to the WPO member from whom he learned the material, nonpublic information.  After BFC issued a press release on November 14 announcing the acquisition, Bluegreen’s share price rose nearly 46 percent and Begelman sold all 25,000 of his Bluegreen shares at higher prices for $14,949.34 in illegal trading profits.

The SEC’s complaint charges Begelman, who lives in Delray Beach, Fla., with violations of Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5.  Without admitting or denying the charges, Begelman agreed to disgorge his ill-gotten gains of $14,949.34 and pay prejudgment interest of $377.22 and a penalty of $14,949.34.  He also agreed to be prohibited from serving as an officer and director of a public company for a period of at least five years.  The settlement is subject to court approval.  (Press Rel. 2013-66)

SEC Announces Non-Prosecution Agreement with Ralph Lauren Corporation Involving FCPA Misconduct

The Securities and Exchange Commission today announced a non-prosecution agreement (NPA) with Ralph Lauren Corporation in which the company will disgorge more than $700,000 in illicit profits and interest obtained in connection with bribes paid by a subsidiary to government officials in Argentina from 2005 to 2009. The misconduct was uncovered in an internal review undertaken by the company and promptly reported to the SEC.

The SEC has determined not to charge Ralph Lauren Corporation with violations of the Foreign Corrupt Practices Act (FCPA) due to the company's prompt reporting of the violations on its own initiative, the completeness of the information it provided, and its extensive, thorough, and real-time cooperation with the SEC's investigation. Ralph Lauren Corporation's cooperation saved the agency substantial time and resources ordinarily consumed in investigations of comparable conduct.

The NPA is the first that the SEC has entered involving FCPA misconduct. NPAs are part of the SEC Enforcement Division's Cooperation Initiative, which rewards cooperation in SEC investigations. In parallel criminal proceedings, the Justice Department entered into an NPA with Ralph Lauren Corporation in which the company will pay an $882,000 penalty.

"When they found a problem, Ralph Lauren Corporation did the right thing by immediately reporting it to the SEC and providing exceptional assistance in our investigation," said George S. Canellos, Acting Director of the SEC's Division of Enforcement. "The NPA in this matter makes clear that we will confer substantial and tangible benefits on companies that respond appropriately to violations and cooperate fully with the SEC."

Kara Brockmeyer, the SEC's FCPA Unit Chief, added, "This NPA shows the benefit of implementing an effective compliance program. Ralph Lauren Corporation discovered this problem after it put in place an enhanced compliance program and began training its employees. That level of self-policing along with its self-reporting and cooperation led to this resolution."

According to the NPA, Ralph Lauren Corporation's cooperation included:

  • Reporting preliminary findings of its internal investigation to the staff within two weeks of discovering the illegal payments and gifts.
  • Voluntarily and expeditiously producing documents.
  • Providing English language translations of documents to the staff.
  • Summarizing witness interviews that the company's investigators conducted overseas.
  • Making overseas witnesses available for staff interviews and bringing witnesses to the U.S.

According to the NPA, the bribes occurred during a period when Ralph Lauren Corporation lacked meaningful anti-corruption compliance and control mechanisms over its Argentine subsidiary. The misconduct came to light as a result of the company adopting measures to improve its worldwide internal controls and compliance efforts, including implementation of an FCPA compliance training program in Argentina.

As outlined in the NPA, Ralph Lauren Corporation's Argentine subsidiary paid bribes to government and customs officials to improperly secure the importation of Ralph Lauren Corporation's products in Argentina. The purpose of the bribes, paid through its customs broker, was to obtain entry of Ralph Lauren Corporation's products into the country without necessary paperwork, avoid inspection of prohibited products, and avoid inspection by customs officials. The bribe payments and gifts to Argentine officials totaled $593,000 during a four-year period.

Under the NPA, Ralph Lauren Corporation agreed to pay $593,000 in disgorgement and $141,845.79 in prejudgment interest.

The SEC took into account the significant remedial measures undertaken by Ralph Lauren Corporation, including a comprehensive new compliance program throughout its operations. Among Ralph Lauren Corporation's remedial measures have been new compliance training, termination of employment and business arrangements with all individuals involved in the wrongdoing, and strengthening its internal controls and its procedures for third party due diligence. Ralph Lauren Corporation also conducted a risk assessment of its major operations worldwide to identify any other compliance problems. Ralph Lauren Corporation has ceased operations in Argentina. (Press Rel. 2013-65).

Enforcement proceedings

Commission Agrees to Settlement with Linda Woolf and Hands on Capital in Securities Trading Case

The Commission announced that on April 16, 2013 the United States District Court for the Eastern District of Virginia entered settled final judgments against Linda (Knudsen) Woolf and Hands On Capital, Inc.  Securities and Exchange Commission v. Linda Woolf, Hands On Capital, Inc., et al, Civil Action No. 1:08cv235 (E.D.Va. filed March 11, 2008).   The final judgments resolve the Commission’s case against Woolf and Hands On Capital. 

Woolf sold securities trading products and services such as classes, mentoring, and software called “Teach Me to Trade” to investors who wanted to learn how to trade securities.  The Commission’s complaint alleges that Woolf told investors at Teach Me to Trade workshops that she had purchased mentoring, classes and software to learn to trade and had quickly turned profits by trading securities using Teach Me to Trade methods.  The Commission alleges that Woolf’s tales of making money by trading were untrue; she was not a successful securities trader.  Woolf sold the products and services pursuant to an independent contractor agreement between Hands On Capital and Teach Me to Trade.

Under the terms of the settlement, Woolf (who filed for bankruptcy while this action was pending) agreed to pay a civil penalty of $225,000.  Without admitting or denying the Commission’s allegations, Woolf and Hands On Capital also consented to the entry of final judgments permanently enjoining them from future violations of Section 10(b) of the Securities Exchange Act of 1934.  Additionally, the final judgments will permanently enjoin Woolf and Hands On Capital from receiving compensation for participating in the development, presentation, promotion, marketing, or sale of any classes, workshops, or seminars (and from receiving compensation for any sales of connected products or services) given to actual or prospective securities investors concerning securities trading.  [SEC v. Linda Woolf, Hands On Capital, Inc., et al, Civil Action No. 1:08cv235 (E.D.Va. filed March 11, 2008)]  (LR-22681

Commission Charges Mark D. Begelman with Insider Trading

As announced, the Commission today filed a civil action in the United States District Court for the Southern District of Florida against Mark D. Begelman, charging him with insider trading for purchasing Bluegreen Corporation stock in advance of BFC Financial Corporation's announcement that it would acquire Bluegreen.

The Commission’s complaint alleges that as a member of the World President’s Organization (“WPO”), Begelman learned from a fellow WPO member material, non-public information concerning Bluegreen’s and BFC’s negotiations and plans to enter into a business combination.  Begelman’s fellow WPO member was a high-ranking executive in both companies.  It was the specific written policy of the WPO that matters of a confidential nature were to be kept confidential.  The complaint alleges that Begelman placed an order to purchase 25,000 shares of Bluegreen stock on November 3, 2011 in breach of a duty of trust and confidence he owed to the WPO member who was the source of the material, non-public information.  On November 14, 2011, BFC announced that the companies had entered into a definitive merger agreement.  The day that the acquisition was announced, Bluegreen’s share price rose nearly 46%, and Begelman sold all of his Bluegreen shares.  Begelman made $14,949.34 in illegal trading profits.

Without admitting or denying the Commission’s allegations, Begelman agreed to settle the case against him. The settlement is pending final approval by the court. Specifically, Begelman consented to the entry of a final judgment permanently enjoining him from future violations of Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5 thereunder; requiring him to pay disgorgement of $14,949.34, the amount of his ill-gotten gains, plus prejudgment interest of $377.22, and a civil penalty of $14,949.34; and prohibiting him from serving as an officer and director of a public company for a period of five years.  [SEC v. Mark D. Begelman, Civil Action No. 13-CV- (S.D. Fla., filed April 22, 2013)] (LR-22682)

Investment company act releases

Goldman Sachs Trust, et al.

A notice has been issued giving interested persons until May 14, 2013 to request a hearing on an application filed by Goldman Sachs Trust, et al., for an order under Section 6(c) of the Investment Company Act of 1940 (Act) for an exemption from Rule 12d1-2(a) under the Act.  The order would permit funds of funds relying on Rule 12d1-2 under the Act to invest in certain financial instruments.  (Rel. IC-30471 - April 19, 2013)

Symetra Mutual Funds Trust
Symetra Investment Mangement, Inc.

A notice has been issued giving interested persons until May 13, 2013 to request a hearing on an application filed by Symetra Mutual Funds Trust and Symetra Investment Management, Inc., for an order exempting applicants from Section 15(a) of the Investment Company Act of 1940 (Act) and Rule 18f-2 under the Act, as well as from certain disclosure requirements.  The order would permit the applicants to enter into and materially amend subadvisory agreements without shareholder approval and would grant relief from certain disclosure requirements.  (Rel. IC-30472 - April 19, 2013)

Self-regulatory organizations

Immediate Effectiveness of Proposed Rule Change

A proposed rule change (SR-C2-2013-018) filed by C2 Options Exchange, Incorporated amending rules governing letters of guarantee and authorization 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 22nd.  (Rel. 34-69420 )

Approval of Proposed Rule Change

The Commission approved a proposed rule change, as modified by Amendment No. 1 (SR-Phlx-2013-03) filed by NASDAQ OMX PHLX LLC under Rule 19b-4 of the Exchange Act to amend Exchange Rules 507 and 1014 to establish Remote Streaming Quote Trader Organizations. Publication is expected in the Federal Register during the week of April 22nd. (Rel. 34-69417 )

The Commission approved a proposed rule change (SR-BOX-2013-01), as amended, filed by the BOX Options Exchange LLC to amend the rules governing the trading of Complex Orders on BOX Market LLC, the options trading facility of the Exchange. Publication is expected in the Federal Register during the week of April 22nd. (Rel. 34-69419 )

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.

S-1     eBullion, Inc., 80 BROAD STREET, 5TH FLOOR, NEW YORK, NY, 10004, 
        212-837-7858 - 500,000 ($250,000.00) Equity, (File 333-188003 - 
        Apr. 19) (BR. 05)

S-1     Silvercrest Asset Management Group Inc., 
        1330 AVENUE OF THE AMERICAS, 38TH FLOOR, NEW YORK, NY, 10019, 
        212-649-0600 - 0 ($60,000,000.00) Equity, (File 333-188005 - Apr. 19) 
        (BR. 12B)

S-3     Pingtan Marine Enterprise Ltd., 
        F4, 100025, 86-10-6569-3988 - 91,398,334 ($930,659,841.00) Equity, 
        (File 333-188007 - Apr. 19) (BR. 11C)

S-8     CALLON PETROLEUM CO, 200 N CANAL ST, NATCHEZ, MS, 39120, 6014421601 - 
        500,000 ($1,655,000.00) Equity, (File 333-188008 - Apr. 19) (BR. 04A)

        07934, 9082340700 - 0 ($50,000,000.00) Other, (File 333-188009 - 
        Apr. 19) (BR. 07B)

S-8     SeaWorld Entertainment, Inc., 9205 SOUTH PARK CENTER LOOP, SUITE 400, 
        ORLANDO, FL, 32819, (407) 226-5011 - 0 ($405,000,000.00) Equity, 
        (File 333-188010 - Apr. 19) (BR. 05A)

        2058972273 - 200,000 ($1,618,000.00) Equity, (File 333-188015 - 
        Apr. 19) (BR. 01B)

S-4     SI Financial Group, Inc., 803 MAIN STREET, WILLIMANTIC, CT, 06226, 
        860-423-4581 - 0 ($34,038,361.00) Equity, (File 333-188016 - Apr. 19) 
        (BR. 07C)

S-4     VECTOR GROUP LTD, 100 S E SECOND ST, MIAMI, FL, 33131, 3055798000 - 
        0 ($450,000,000.00) Debt, (File 333-188023 - Apr. 19) (BR. 05C)

S-8     ILLUMINA INC, 5200 ILLUMINA WAY, SAN DIEGO, CA, 92122, 8582024500 - 
        0 ($51,205,207.20) Equity, (File 333-188037 - Apr. 19) (BR. 10A)

S-3     Kandi Technologies Group, Inc., JINHUA CITY INDUSTRIAL ZONE, 
        ZHEJIANG PROVINCE, JINHUA, F4, 321016, (86-0579) 82239851 - 
        60,000,000 ($60,000,000.00) Equity, (File 333-188039 - Apr. 19) 
        (BR. 05C)

S-3     Customers Bancorp, Inc., 1015 PENN AVENUE, SUITE 103, WYOMISSING, PA, 
        19610, 484-359-7113 - 
        0 ($250,000,000.00) Unallocated (Universal) Shelf, (File 333-188040 - 
        Apr. 19) (BR. 07B)

S-3ASR  CROSSTEX ENERGY LP, 0 ($0.00) Unallocated (Universal) Shelf, 
        (File 333-188041 - Apr. 19) (BR. 04B)

        240-864-2600 - 6,000,000 ($12,390,000.00) Equity, (File 333-188042 - 
        Apr. 19) (BR. 01A)

S-3D    United Development Funding IV, 1301 MUNICIPAL WAY, SUITE 100, 
        GRAPEVINE, TX, 76051, 214-370-8960 - 0 ($150,000,000.00) Equity, 
        (File 333-188045 - Apr. 19) (BR. 08C)

S-3     CROSSTEX ENERGY LP, 0 ($250,000,000.00) Unallocated (Universal) Shelf, 
        (File 333-188047 - Apr. 19) (BR. 04B)

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


ACACIA RESEARCH CORP                    DE       8.01                 04/18/13

Accretive Health, Inc.                  DE       5.02                 04/18/13

ACCURAY INC                             DE       1.01,5.02            04/16/13

ACME UNITED CORP                        CT       2.02,9.01            04/19/13

ADCARE HEALTH SYSTEMS INC               OH       2.02,5.02,7.01,9.01  04/15/13

ADVANCE AUTO PARTS INC                  DE       8.01,9.01            04/19/13

ADVANCE AUTO PARTS INC                  DE       1.01,9.01            04/19/13

Advanced BioEnergy, LLC                 DE       1.01                 04/17/13

AES CORP                                DE       5.02,5.07            04/18/13

ALANCO TECHNOLOGIES INC                 AZ       5.07                 04/19/13

Alliance HealthCare Services, Inc       CA       5.02,9.01            04/15/13

Amarantus Bioscience Holdings, Inc.     NV       8.01                 04/15/13

American Midstream Partners, LP         DE       1.01,2.01,2.03,      04/15/13

AMERITRANS CAPITAL CORP                 DE       8.01                 04/15/13

AmREIT, Inc.                            MD       5.07,9.01            04/18/13

ANWORTH MORTGAGE ASSET CORP             MD       8.01,9.01            04/19/13

Apple REIT Eight, Inc.                  VA       8.01                 04/12/13

Apple REIT Nine, Inc.                   VA       8.01                 04/12/13

Apple REIT Seven, Inc.                  VA       8.01                 04/12/13

APPLE REIT SIX INC                               8.01                 04/12/13

Apple REIT Ten, Inc.                    VA       8.01                 04/12/13

ARROW FINANCIAL CORP                    NY       2.02,9.01            04/19/13

ASBURY AUTOMOTIVE GROUP INC             DE       5.07                 04/19/13

ASPEN GROUP, INC.                       DE       3.02,8.01,9.01       04/18/13

AUTOZONE INC                            NV       1.01,9.01            04/18/13

BAKER HUGHES INC                        DE       2.02,7.01,9.01       04/19/13

BANK OF KENTUCKY FINANCIAL CORP         KY       2.02,9.01            04/18/13

Bank of New York Mellon CORP            DE       2.02,9.01            04/17/13

BARD C R INC /NJ/                       NJ       5.02,5.07,9.01       04/17/13

BILL BARRETT CORP                       DE       1.01,5.02,7.01,9.01  04/17/13

BIOSPECIFICS TECHNOLOGIES CORP          DE       7.01,9.01            04/15/13

BIOTIME INC                             CA       7.01,9.01            04/19/13

Blue Earth, Inc.                        NV       8.01,9.01            04/15/13

BLUE RIDGE REAL ESTATE CO               PA       8.01                 04/15/13

BOSTON PRIVATE FINANCIAL HOLDINGS INC   MA       7.01,9.01            04/19/13

Brazil Minerals, Inc.                   NV       8.01                 04/19/13

BRIGGS & STRATTON CORP                  WI       2.02,9.01            04/19/13

BROADWAY FINANCIAL CORP \DE\            DE       5.02,9.01            04/19/13

Capital Bank Financial Corp.            DE       2.02,9.01            04/19/13

CASS INFORMATION SYSTEMS INC            MO       5.02,5.03,5.07,      04/15/13

CATERPILLAR INC                         DE       7.01                 04/19/13

CELGENE CORP /DE/                       DE       1.01,2.03,9.01       04/18/13

CENTRAL EUROPEAN DISTRIBUTION CORP      DE       8.01,9.01            04/17/13

Cereplast Inc                           NV       2.02,5.02,9.01       04/16/13

Cereplast Inc                           NV       2.02,9.01            04/16/13

CHARTER COMMUNICATIONS, INC. /MO/       DE       8.01,9.01            04/19/13

CHASE BANK USA, NATIONAL ASSOCIATION    DE       8.01,9.01            04/19/13

CHEESECAKE FACTORY INC                  DE       5.02,9.01            04/18/13

Chelsea Therapeutics International, L   DE       5.02,9.01            04/16/13

Cheniere Energy Partners, L.P.          DE       8.01,9.01            04/19/13

CHEROKEE INC                            DE       5.02                 04/15/13

CHESAPEAKE ENERGY CORP                  OK       5.02,8.01,9.01       04/15/13

CHIPOTLE MEXICAN GRILL INC                       2.02,9.01            04/18/13

CIG WIRELESS CORP.                      NV       5.02                 04/19/13

CITIZENS & NORTHERN CORP                PA       5.03,5.07,9.01       04/16/13

CITIZENS FINANCIAL SERVICES INC         PA       5.07,8.01,9.01       04/17/13

COLE CREDIT PROPERTY TRUST IV, INC.     MD       1.01,2.01,2.03,9.01  04/15/13

COLONY BANKCORP INC                     GA       2.02,9.01            04/19/13

COMM 2013-CCRE7 Mortgage Trust          DE       8.01,9.01            04/19/13

Compressco Partners, L.P.               DE       8.01,9.01            04/19/13

CONSTELLATION BRANDS, INC.              DE       1.01,5.02,7.01,9.01  04/19/13

CORRECTIONS CORP OF AMERICA             MD       8.01,9.01            04/18/13

CROSS TIMBERS ROYALTY TRUST             TX       2.02,9.01            04/19/13

CROSSTEX ENERGY INC                     DE       7.01,9.01            04/18/13

CROSSTEX ENERGY LP                      DE       7.01,9.01            04/18/13

CST Brands, Inc.                        DE       7.01,9.01            04/19/13

CST Brands, Inc.                        DE       2.02,7.01,8.01,9.01  04/19/13

CUMBERLAND PHARMACEUTICALS INC                   5.07                 04/19/13

CYTEC INDUSTRIES INC/DE/                DE       5.07                 04/18/13

DCB FINANCIAL CORP                      OH       2.02,9.01            04/19/13

DEER VALLEY CORP                                 2.03,9.01            04/12/13

Deyu Agriculture Corp.                  NV       5.02                 04/15/13    AMEND

Discover Card Execution Note Trust      DE       8.01                 04/19/13

DISCOVER CARD MASTER TRUST I            DE       8.01                 04/19/13

Discover Financial Services             DE       5.07                 04/17/13

DREW INDUSTRIES INC                     DE       8.01,9.01            04/19/13

DSP GROUP INC /DE/                      DE       8.01,9.01            04/18/13

E2open Inc                              DE       5.02                 04/15/13

EAGLE FINANCIAL SERVICES INC            VA       5.02,9.01            04/17/13

EAGLE FINANCIAL SERVICES INC            VA       2.02,9.01            04/19/13

EASTERN VIRGINIA BANKSHARES INC         VA       2.02,9.01            04/19/13

EASTMAN KODAK CO                        NJ       1.01                 04/15/13

Ellington Financial LLC                 DE       7.01                 04/19/13

Enduro Royalty Trust                    DE       2.02,9.01            04/19/13

EQUITY LIFESTYLE PROPERTIES INC         MD       8.01,9.01            04/17/13

ERBA Diagnostics, Inc.                  DE       3.01,9.01            04/19/13

EURONET WORLDWIDE INC                   DE       5.03,9.01            04/16/13

EWaste Systems, Inc.                    NV       8.01,9.01            04/15/13

FASTENAL CO                             MN       5.07                 04/16/13

Federal Home Loan Bank of Boston        X1       2.02,7.01,9.01       04/18/13

Federal Home Loan Bank of Indianapoli   X1       5.02                 04/15/13

FEDERAL SIGNAL CORP /DE/                DE       5.02,9.01            04/19/13

FIDELITY SOUTHERN CORP                  GA       2.02,9.01            04/18/13

Fifth & Pacific Companies, Inc.         DE       1.01,2.03,9.01       04/18/13

Fifth Street Finance Corp               DE       5.03,9.01            04/16/13

FINANCIAL INSTITUTIONS INC              NY       5.02,9.01            04/15/13

First Federal of Northern Michigan Ba            5.02                 04/19/13

FIRST FINANCIAL BANKSHARES INC          TX       2.02,9.01            04/18/13

FIRST HORIZON NATIONAL CORP             TN       2.02,9.01            04/19/13

FIRST HORIZON NATIONAL CORP             TN       7.01,9.01            04/19/13

FIRST NIAGARA FINANCIAL GROUP INC       DE       2.02,9.01            04/19/13

FIRST NIAGARA FINANCIAL GROUP INC       DE       7.01,9.01            04/19/13

FIRST REGIONAL BANCORP                  CA       8.01,9.01            04/15/13

FLUSHING FINANCIAL CORP                 DE       8.01,9.01            04/19/13

FORTINET INC                                     5.02,9.01            04/19/13

FORTINET INC                                     5.02                 04/19/13    AMEND

FORWARD INDUSTRIES INC                  NY       1.01,9.01            04/16/13

Francesca's Holdings CORP                        5.02,7.01,9.01       04/16/13

GENERAL ELECTRIC CAPITAL CORP           CT       8.01,9.01            04/19/13

GENERAL ELECTRIC CO                     NY       2.02,9.01            04/19/13

GENUINE PARTS CO                        GA       2.02,9.01            04/19/13

GIGA TRONICS INC                        CA       8.01,9.01            04/18/13

GOODYEAR TIRE & RUBBER CO /OH/          OH       5.02,5.07,9.01       04/15/13

Green Innovations Ltd.                           5.02,9.01            04/15/13

GREENE COUNTY BANCORP INC               DE       8.01,9.01            04/18/13

Grilled Cheese Truck, Inc.              NV       1.01,3.02            04/17/13

GT Advanced Technologies Inc.           DE       5.02                 04/15/13

Guaranty Bancorp                        DE       2.02,7.01,9.01       04/17/13

GULFPORT ENERGY CORP                    DE       5.02                 04/18/13

GWG Holdings, Inc.                      DE       4.01,9.01            04/15/13

HEALTH ENHANCEMENT PRODUCTS INC         NV       1.01,2.03,9.01       04/15/13

HENRY SCHEIN INC                        DE       1.01,2.03,8.01,9.01  04/17/13

Hines Global REIT, Inc.                 MD       1.01                 04/16/13

HOME BANCSHARES INC                              5.07,7.01,9.01       04/18/13

Honda Auto Receivables 2013-2 Owner T   DE       1.01,9.01            04/17/13

HONEYWELL INTERNATIONAL INC             DE       2.02,9.01            04/19/13

HOOKER FURNITURE CORP                   VA       2.02,9.01            04/15/13

HPIL HOLDING                            NV       4.02,9.01            04/19/13

HUB GROUP INC                           DE       2.02,9.01            03/31/13

HUBBELL INC                             CT       5.02,7.01,9.01       04/15/13

HUGOTON ROYALTY TRUST                   TX       2.02,9.01            04/19/13

IMAGENETIX INC /NV/                     NV       8.01,9.01            04/19/13

Information Services Group Inc.         DE       8.01,9.01            04/19/13

INLAND REAL ESTATE CORP                 MD       5.02,8.01,9.01       04/19/13

INTERCLOUD SYSTEMS, INC.                         2.01,9.01            04/15/13

INTERNATIONAL BUSINESS MACHINES CORP    NY       2.02                 04/18/13

INTERPUBLIC GROUP OF COMPANIES, INC.    DE       2.02,9.01            04/19/13

INUVO, INC.                             NV       1.01                 04/12/13

IXIA                                    CA       5.02                 04/17/13

KAMAN CORP                              CT       8.01,9.01            04/18/13

KANSAS CITY SOUTHERN                    DE       2.02,9.01            04/19/13

KIMBERLY CLARK CORP                     DE       2.02,9.01            04/19/13

KINGSWAY FINANCIAL SERVICES INC         A6       3.01                 04/18/13

KV PHARMACEUTICAL CO /DE/               DE       7.01,9.01            04/15/13

LABORATORY CORP OF AMERICA HOLDINGS     DE       2.02                 04/18/13

LABORATORY CORP OF AMERICA HOLDINGS     DE       7.01                 04/18/13

LCNB CORP                               OH       2.02,8.01,9.01       04/19/13

LEXINGTON REALTY TRUST                  MD       8.01                 04/19/13

Lone Pine Resources Inc.                DE       1.01,2.03,5.02,      04/15/13

MACERICH CO                             MD       7.01,9.01            04/19/13

Madison County Financial, Inc.          MD       8.01                 04/15/13

MAKEMUSIC, INC.                         MN       1.01,8.01,9.01       04/18/13

ManpowerGroup Inc.                      WI       2.02,9.01            04/19/13

MATTHEWS INTERNATIONAL CORP             PA       2.02,9.01            04/18/13

MCDONALDS CORP                          DE       2.02,9.01            04/19/13

Measurement Specialties Inc             NJ       1.01                 04/15/13

MEDICINES CO /DE                        DE       9.01                 02/08/13    AMEND

Mercedes-Benz Auto Lease Trust 2013-A            8.01,9.01            04/16/13

MERCHANTS BANCSHARES INC                DE       8.01,9.01            04/18/13

MetroCorp Bancshares, Inc.              TX       2.02,9.01            04/19/13

MONSANTO CO /NEW/                       DE       5.02                 04/15/13

MoSys, Inc.                             DE       2.02,9.01            04/19/13

MVB FINANCIAL CORP                      WV       5.02                 02/14/13

NATIONAL PENN BANCSHARES INC            PA       2.02,7.01,9.01       04/19/13

NATIONAL PENN BANCSHARES INC            PA       2.02,7.01,9.01       04/19/13

NET 1 UEPS TECHNOLOGIES INC                      8.01,9.01            04/18/13

NEW AMERICA ENERGY CORP.                NV       4.01,9.01            03/27/13    AMEND

NEW MEDIA INSIGHT GROUP, INC.           NV       5.03,7.01,9.01       04/12/13

Newport Bancorp Inc                              2.02,9.01            04/19/13

NEWS CORP                                        8.01,9.01            04/19/13

NORWOOD FINANCIAL CORP                  PA       2.02,9.01            04/19/13

NU SKIN ENTERPRISES INC                 DE       7.01                 04/19/13

Oak Valley Bancorp                      CA       2.02,7.01,9.01       04/17/13

OCEANFIRST FINANCIAL CORP               DE       2.02,8.01,9.01       04/18/13

OCZ TECHNOLOGY GROUP INC                DE       2.02,9.01            04/17/13

ONEOK INC /NEW/                         OK       7.01,8.01,9.01       04/16/13

ONEOK Partners LP                       DE       7.01,8.01,9.01       04/16/13

PARK CITY GROUP INC                     NV       8.01                 04/15/13

PARK NATIONAL CORP /OH/                 OH       2.02,7.01,8.01,9.01  04/19/13

PARTNERRE LTD                                    8.01                 04/17/13

PASSUR Aerospace, Inc.                  NY       5.07                 04/17/13

PENN VIRGINIA CORP                      VA       7.01,9.01            04/18/13

People's United Financial, Inc.         DE       5.03,5.07,9.01       04/18/13

PHARMACYCLICS INC                       DE       8.01,9.01            04/18/13

Pingtan Marine Enterprise Ltd.          E9       5.02,9.01            04/18/13

PLUMAS BANCORP                          CA       1.01,3.02            04/15/13

Poage Bankshares, Inc.                  MD       5.02,9.01            04/16/13

PRGX GLOBAL, INC.                       GA       2.02,9.01            04/18/13

PROCERA NETWORKS INC                    NV       1.02                 04/15/13

ProUroCare Medical Inc.                 NV       5.02,8.01,9.01       04/17/13

PUBLIC SERVICE ENTERPRISE GROUP INC     NJ       5.07                 04/16/13

REDFIN NETWORK, INC.                    NV       5.02                 04/15/13

Rhino Resource Partners LP              DE       1.01,2.03,9.01       04/18/13

RLI CORP                                IL       7.01,9.01            04/18/13

ROCKWELL COLLINS INC                    DE       5.02,9.01            04/19/13

ROCKWELL COLLINS INC                    DE       2.02,7.01,9.01       04/19/13

ROYAL BANCSHARES OF PENNSYLVANIA INC    PA       8.01                 04/17/13

RPM INTERNATIONAL INC/DE/               DE       5.02,7.01,9.01       04/18/13

SAN JUAN BASIN ROYALTY TRUST            TX       2.02,9.01            04/19/13

Sarepta Therapeutics, Inc.              OR       5.02                 04/19/13

SCHLUMBERGER LTD /NV/                   P8       2.02,7.01,9.01       04/19/13

Scio Diamond Technology Corp            NV       7.01,9.01            04/18/13

SEMPRA ENERGY                           CA       8.01                 04/18/13

Shire plc                                        8.01,9.01            04/19/13

SIMMONS FIRST NATIONAL CORP             AR       5.07                 04/16/13

SLM CORP                                DE       5.02                 04/17/13

SONOCO PRODUCTS CO                      SC       5.07                 04/17/13

SONOCO PRODUCTS CO                      SC       5.07                 04/17/13    AMEND

SOUTHERN COPPER CORP/                   DE       5.02                 04/18/13
SOUTHSIDE BANCSHARES INC                TX       2.02,9.01            04/18/13

Standard Financial Corp.                MD       2.02,8.01,9.01       04/18/13

STANLEY BLACK & DECKER, INC.            CT       5.03,5.07,9.01       04/16/13

STATE STREET CORP                       MA       2.02,9.01            04/19/13

STEIN MART INC                          FL       5.02                 04/16/13

Stereotaxis, Inc.                       DE       3.01                 04/17/13

STEWARDSHIP FINANCIAL CORP              NJ       8.01,9.01            04/18/13

SUNTRUST BANKS INC                      GA       2.02,7.01,9.01       04/19/13

SUPREME INDUSTRIES INC                  DE       5.02,9.01            04/17/13

SWORDFISH FINANCIAL, INC.               MN       4.01,9.01            03/12/13

Synthetic Biologics, Inc.               NV       1.02                 04/16/13

Targeted Medical Pharma, Inc.                    8.01,9.01            04/18/13

TAYLOR CAPITAL GROUP INC                DE       2.02,7.01,9.01       04/18/13

TCF FINANCIAL CORP                      DE       2.02,7.01,9.01       04/19/13

TECKMINE INDUSTRIES INC.                         1.01,9.01            04/15/13

TELESTONE TECHNOLOGIES CORP             CO       3.01,8.01,9.01       04/17/13

TEMPUR PEDIC INTERNATIONAL INC          DE       7.01,9.01            04/19/13

TRAILBLAZER RESOURCES INC.              NV       8.01                 04/15/13

TRANS ENERGY INC                        NV       7.01,9.01            04/15/13

TRAVELZOO INC                           DE       9.01                 04/18/13

TRI COUNTY FINANCIAL CORP /MD/          MD       2.02,9.01            04/17/13

TRIMAX CORP                             NV       5.02                 03/08/13

TRIMBLE NAVIGATION LTD /CA/             CA       5.05                 04/18/13

UIL HOLDINGS CORP                       CT       8.01,9.01            04/08/13

Under Armour, Inc.                      MD       2.02                 04/19/13

United Financial Bancorp, Inc.                   2.02,5.07,9.01       04/18/13

US ENERGY CORP                          WY       5.05,9.01            04/19/13

USA TECHNOLOGIES INC                    PA       1.01,9.01            04/15/13

VALLEY NATIONAL BANCORP                 NJ       5.07                 04/17/13

VALMONT INDUSTRIES INC                  DE       2.02,9.01            04/18/13

VIASPACE Green Energy Inc.              D8       2.02,9.01            04/19/13

VIRCO MFG CORPORATION                   DE       2.02,9.01            04/19/13

VIVUS INC                               CA       2.02,7.01            04/19/13

VOLTERRA SEMICONDUCTOR CORP                      5.07                 04/15/13

Vringo Inc                              DE       3.01,9.01            04/18/13

WELLS FARGO & COMPANY/MN                DE       9.01                 04/19/13

WERNER ENTERPRISES INC                  NE       9.01                 04/18/13

WESBANCO INC                            WV       5.02,5.07            04/19/13

WESTERN ALLIANCE BANCORPORATION         NV       2.02,9.01            04/18/13

WESTERN CAPITAL RESOURCES, INC.         MN       4.01,9.01            04/15/13

Western Gas Equity Partners, LP         DE       9.01                 02/27/13    AMEND

Western Gas Partners LP                 DE       9.01                 02/27/13    AMEND

WESTWOOD HOLDINGS GROUP INC             DE       5.02,5.07            04/18/13

WHITEWAVE FOODS Co                      DE       5.07                 04/17/13

WOLVERINE WORLD WIDE INC /DE/           MI       5.02,5.07,9.01       04/18/13

WVS FINANCIAL CORP                      PA       2.02,9.01            04/19/13

XERIUM TECHNOLOGIES INC                 DE       5.02                 04/19/13

Xhibit Corp.                            NV       1.01,9.01            04/19/13

YAPPN CORP.                             DE       5.02                 04/18/13

YOU ON DEMAND HOLDINGS, INC.            NV       5.02                 04/19/13

Zalicus Inc.                            DE       3.01                 04/17/13

Zinco do Brasil, Inc.                   DE       1.01,3.02            04/18/13


Modified: 04/23/2013