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U.S. Securities and Exchange Commission


Issue 2013-127
July 3, 2013

Commission Announcements

Commission Announces Enforcement Initiatives to Combat Financial Reporting and Microcap Fraud and Enhance Risk Analysis

The Securities and Exchange Commission (Commission) announced three new initiatives that will build on its Division of Enforcement’s ongoing efforts to concentrate resources on high-risk areas of the market and bring cutting-edge technology and analytical capacity to bear in its investigations. The initiatives are:

  • The Financial Reporting and Audit Task Force dedicated to detecting fraudulent or improper financial reporting, whose work will enhance the Division’s ongoing enforcement efforts related to accounting and disclosure fraud.
  • The Microcap Fraud Task Force targeting abusive trading and fraudulent conduct in securities issued by microcap companies, especially those that do not regularly publicly report their financial results.
  • The Center for Risk and Quantitative Analytics employing quantitative data and analysis to profile high-risk behaviors and transactions and support initiatives to detect misconduct, increasing the Division’s ability to investigate and prevent conduct that harms investors.

“These initiatives build on the Division’s unmatched record of achievement and signal our increasingly proactive approach to identifying fraud. By directing resources, skill, and experience to high-impact areas, we will increase the potential for uncovering financial statement and microcap fraud early and bring more cases aimed at deterring these types of unlawful activity,” said Andrew J. Ceresney, Co-Director of the Division of Enforcement.

“The best investigative ideas usually come from the grass roots - staff in the field observing the market first-hand,” said George S. Canellos, Co-Director of the Division of Enforcement. “A key objective of the Center for Risk and Quantitative Analytics will be to assist these staff members, bringing them analytical techniques and computing capacity with special expertise in data mining, and help them translate their valuable ideas into timely, thoughtful, and targeted investigations of national scope.”

Financial Reporting and Audit Task Force

The Financial Reporting and Audit Task Force will concentrate on expanding and strengthening the Division’s efforts to identify securities-law violations relating to the preparation of financial statements, issuer reporting and disclosure, and audit failures. The principal goal of the Task Force will be fraud detection and increased prosecution of violations involving false or misleading financial statements and disclosures. The Task Force will focus on identifying and exploring areas susceptible to fraudulent financial reporting, including on-going review of financial statement restatements and revisions, analysis of performance trends by industry, and use of technology-based tools such as the Accounting Quality Model. It will include Enforcement attorneys and accountants from across the country, working in close consultation with the Division’s Office of the Chief Accountant, the SEC’s Office of the Chief Accountant, the Division of Corporation Finance, and the Division of Economic and Risk Analysis. David Woodcock, Director of the Fort Worth Regional Office, will serve as Chairman of the Task Force, and Margaret McGuire, Senior Counsel to the Directors, will serve as Vice-Chair.

Microcap Fraud Task Force

The Microcap Fraud Task Force will investigate fraud in the issuance, marketing, and trading of microcap securities. These abuses frequently involve serial violators and organized syndicates that employ new media, especially websites and social media, to conduct fraudulent promotional campaigns and engage in manipulative trading strategies to amass ill-gotten gains, largely at the expense of less sophisticated investors. The principal goal of the Task Force will be to develop and implement long-term strategies for detecting and combating fraud in the microcap market, especially by targeting “gatekeepers,” such as attorneys, auditors, broker-dealers, and transfer agents, and other significant participants, such as stock promoters and purveyors of shell companies.

The Microcap Fraud Task Force will build on the extensive and successful work of the Microcap Fraud Working Group — created in 2010 to bring together enforcement and examination staff with common interests in detecting and preventing microcap fraud — in amassing data, developing new approaches to investigations in this sector of the market, and forging relationships with criminal law enforcement authorities. The Task Force will not replace the Working Group but will differ from it in that it will consist of staff dedicated exclusively to investigation of participants in the microcap securities market. Elisha Frank, Assistant Regional Director in the Miami Regional Office, and Michael Paley, Assistant Regional Director in the New York Regional Office, will lead the Task Force.

Center for Risk and Quantitative Analytics

The Center for Risk and Quantitative Analytics (CRQA) will support and coordinate the Division’s risk identification, risk assessment and data analytic activities by identifying risks and threats that could harm investors, and assist staff nationwide in conducting risk-based investigations and developing methods of monitoring for signs of possible wrongdoing. It will work in close association with other Commission offices and divisions, especially the Division of Economic and Risk Analysis, and provide guidance to the Enforcement Division’s leadership on how to allocate resources strategically in light of identified risks. As a central point of contact for risk-based initiatives nationwide, CRQA will serve as both an analytical hub and source of information about characteristics and patterns indicative of possible fraud or other illegality. Lori Walsh, formerly Deputy Chief of the Office of Market Intelligence, will lead the CRQA. (Press Rel. 2013-121)

Commission Meetings

Closed Meeting on Thursday, July 10, 2013 at 4:00 p.m.

The subject matter of the Closed Meeting will be: institution and settlement of injunctive actions; consideration of adjudicatory matters; and other matters relating to enforcement proceedings.

At times, changes in Commission priorities require alterations in the scheduling of meeting items. For further information and to ascertain what, if any, matters have been added, deleted or postponed, please contact the Office of the Secretary at (202) 551-5400.


Commission Obtains Freeze on Proceeds from Unlawful Distribution of Biozoom Securities

The Securities and Exchange Commission (Commission) announced charges against eight Argentine citizens who unlawfully sold millions of shares of Biozoom, Inc. in unregistered transactions. The SEC also obtained an emergency order to freeze assets in the U.S. brokerage accounts of the eight defendants and two other Argentine citizens who had Biozoom shares but had not yet sold them. The action follows last week’s suspension of trading in Biozoom due to concerns that some shareholders may be unlawfully distributing its securities.

Biozoom, formerly Entertainment Art, Inc., announced in April that it was changing its name and moving from producing leather bags to developing biomedical technology. The SEC’s complaint alleges that from March to June 2013, the ten defendants received more than 20 million shares of Entertainment Art, which was one-third of the company’s total outstanding shares. In a one-month period beginning in mid-May, eight of them sold more than 14 million shares. The sales yielded almost $34 million, of which almost $17 million was wired to overseas bank accounts. Their U.S. brokerage accounts, which include approximately $16 million in cash, are subject to the asset freeze.

The SEC’s complaint, filed in U.S. District Court in Manhattan, charges the eight defendants -- Magdalena Tavella, Andres Horacio Ficicchia, Gonzalo Garcia Blaya, Lucia Mariana Hernando, Cecilia De Lorenzo, Adriana Rosa Bagattin, Daniela Patricia Goldman and Mariano Pablo Ferrari -- along with two others, Mariano Graciarena and Fernando Loureyro, who received shares but have yet to sell them.

“Today’s action, along with the SEC’s trading suspension order last week, demonstrate the SEC’s ability and commitment to act swiftly to halt ongoing illegal conduct and preserve assets,” said Antonia Chion, Associate Director in the SEC’s Division of Enforcement.

According to the SEC’s complaint, when the defendants deposited the Biozoom stock into their U.S. brokerage accounts, they claimed to have acquired the bulk of the shares in March 2013 from Entertainment Art shareholders who purchased them in private placements that began in 2007. Each of the defendants provided stock purchase agreements between them and the former shareholders purportedly signed by the defendants and those shareholders. The SEC alleges that the documents were false because the Entertainment Art investors had sold all of their stock in the company in 2009, almost four years earlier. The defendants’ shares of Biozoom were deposited into their accounts as shares that purportedly could be freely traded and the defendants sold them even though no registration statement was filed with the SEC for any of the sales transactions, in violation of U.S. law.

In addition to the temporary restraining order and asset freeze granted by the court, the SEC is seeking preliminary and permanent injunctions, return of the selling defendants’ allegedly ill-gotten sale proceeds, and civil penalties. The SEC also seeks preliminary and permanent injunctions against the non-selling defendants, Graciarena and Loureyro, because of the likelihood that both defendants will offer or sell their Biozoom shares to the public in violation of the registration requirements of U.S. securities law.

Ricky Sachar, Scott Lowry, Deborah Tarasevich, Jennie Krasner, and Robert Nesbitt conducted the SEC’s investigation, which is continuing. Patrick M. Bryan will lead the litigation. The SEC acknowledges the assistance of the Financial Industry Regulatory Authority (FINRA). (Press Rel. 2013-122; LR-22742)

Commission Freezes Assets of Insider Traders in Onyx Pharmaceuticals

The Commission obtained an emergency court order to freeze the assets of traders using foreign accounts to reap approximately $4.6 million in potentially illegal profits by trading in advance of the Sunday, June 30, 2013 announcement that Onyx Pharmaceuticals, Inc. had received, but rejected an acquisition offer from Amgen, Inc.

The SEC alleges that unknown traders took risky bets that Onyx's stock price would increase by purchasing call options on June 26, 27 and 28, the three trading days before the announcement. Through quick, cross country coordination between the agency's Los Angeles and New York offices, the SEC took emergency action to freeze the traders' assets before courts closed for the holiday.

"This action demonstrates that the SEC will not hesitate to freeze the assets of suspicious foreign traders when the timing and size of their trades indicate that they were misusing inside information, and use of foreign accounts will not dissuade us," said Michele Wein Layne, Director of the SEC's Los Angeles Regional Office.

According to the SEC's complaint filed in federal court in Manhattan, on June 30, 2013 Onyx announced that it had received, but rejected, an unsolicited proposal from Amgen to acquire all of Onyx's outstanding shares and share equivalents for $120 per share in cash. The Announcement also stated that Onyx's board of directors rejected Amgen's proposal and that Onyx had authorized its financial advisors to contact potential acquirers who may have an interest in a transaction with Onyx. Amgen's $120 per share price offer represented a 38% premium to Onyx's closing share price on Friday June 28, 2013. The complaint further alleges that as a result of the announcement, Onyx's share price increased from a close of $86.82 on over 51% on Monday July 1 compared with the prior trading day's closing price, and that the trading volume of its stock increased by over 900% that day. The complaint alleges that the traders, as a result of these well-timed trades, collectively earned a profit of approximately $4.6 million in just three days.

The SEC alleges that certain unknown traders were in possession of material nonpublic information about the offer to acquire Onyx at a substantial premium over the stock price at the time they made thy purchased Onyx call options, many of which were out-of-the-money, in the three trading days before the announcement. According to the complaint, the timing and size of the trades were highly suspicious because they constituted large increases over the historical volume for those call options purchased.

The emergency court order obtained by the SEC freezes the traders' assets related to the Onyx call options transactions and prohibits the traders from destroying any evidence. The SEC's complaint charges the unknown traders with violating Section 10(b) of the Securities Exchange Act of 1934 and Exchange Act Rule 10b-5. In addition to the emergency relief, the Commission is seeking a final judgment ordering the traders to disgorge their ill-gotten gains with interest, pay financial penalties, and permanently bar them from future violations.

The SEC's expedited investigation, which is continuing has been conducted by Melissia Buckhalter-Honore and Spencer Bendell. The litigation will be led by John Bulgozdy and Sam Puathasnanon of the Los Angeles Office with the assistance of Alexander Vasilescu of the New York Office. The SEC appreciates the assistance of the Options Regulatory Surveillance Authority (ORSA). (Press Rel. 2013-123)

Order Approving Association of Frank Meadows with a Transfer Agent

On July 2, 2013 the Commission issued an Order approving the application of Frank P. Meadows for consent to associate with Nottingham Shareholder Services, LLC, in its capacity as a registered transfer agent, by acquiring, directly or indirectly, up to 80% of the transfer agent’s outstanding equity. The Order is necessary because Mr. Meadows is subject to a 1997 order of the Commission barring him from association with any broker, dealer, municipal securities dealer, investment adviser, investment company, or transfer agent, with the proviso that he may apply to become so associated after a period of eighteen months. Mr. Meadows was previously granted consent to associate with Nottingham’s predecessor, by acquiring up to 49% of its outstanding equity, see Rel. 34-45428 (Feb. 8, 2002). (Rel. 34-69918)


Compass Efficient Model Portfolios, LLC and Compass EMP Funds Trust

An order has been issued on an application filed by Compass Efficient Model Portfolios, LLC and Compass EMP Funds Trust, exempting them from Section 15(a) of the Investment Company Act of 1940, as amended (Act), and Rule 18f-2 under the Act. The order permits the applicants to enter into and materially amend subadvisory agreements without shareholder approval.
(Rel. IC-30588)


Immediate Effectiveness of Proposed Rule Change

A proposed rule change filed by the EDGX Exchange, Inc. (SR-EDGX-2013-25) relating to amendments to the EDGX Exchange, Inc. Fee Schedule has become effective under Section 19(b)(3)(A) of the Securities Exchange Act of 1934. Publication is expected in the Federal Register during the week of July 8th. (Rel. 34-69911)

A proposed rule change filed by The NASDAQ Stock Market LLC to extend fee pilot program for NASDAQ Last Sale (SR-NASDAQ-2013-089) 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 July 8th. (Rel. 34-69908)

A proposed rule change (SR-BOX-2013-35) filed by BOX Options Exchange LLC to amend the Exchange Fee Schedule to update and clarify certain fees assessed under Section V (Technology Fees) 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 July 8th. (Rel. 34-69909)

A proposed rule change (SR-CBOE-2013-065), filed by Chicago Board Options Exchange, Incorporated, to amend the CBOE Stock Exchange Fees Schedule 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 July 8th. (Rel. 34-69916)

A proposed rule change filed by NASDAQ OMX PHLX LLC amending Rule 1012 to permit the Exchange to list additional strike prices until the close of trading on the second business day prior to monthly expiration (SR-Phlx-2013-73) 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 July 8th. (Rel. 34-69920)

Notice of Proposed Rule Change

New York Stock Exchange LLC filed with the Securities and Exchange Commission a proposed rule change under Rule 19b-4 (SR-NYSE-2013-40) amending 303A.00 of the Exchange’s Listed Company Manual to provide a one-rear transition period to comply with the internal audit requirement of Section 303A.07(c) for companies listing in connection with an initial public offering, as new registrants or by means of a carve-out or spin-off transaction. Publication is expected in the Federal Register during the week of July 8th. (Rel. 34-69914)

Financial Industry Regulatory Authority, Inc. has filed a proposed rule change (SR-FINRA-2013-027) under Rule 19b-4 of the Securities Exchange Act of 1934 relating to amendments to FINRA Rules 2360 and 4210 in connection with OCC cleared over-the-counter options. Publication is expected in the Federal Register during the week of July 8th. (Rel. 34-69913)

NYSE MKT LLC filed a proposed rule change (SR-NYSEMKT-2013-59), pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 and Rule 19b-4 thereunder, amending Rule 965NY, which governs NDX and RUT combination orders. Publication is expected in the Federal Register during the week of July 8th. (Rel. 34-69919)

Approval of a Proposed Rule Change

The Commission granted approval of a proposed rule change (SR-NYSEArca-2013-48), as modified by Amendment No. 1 thereto, submitted by NYSE Arca, Inc. pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 and Rule 19b-4 thereunder to list and trade shares of iShares Dow Jones-UBS Roll Select Commodity Index Trust pursuant to NYSE Arca Equities Rule 8.200. Publication is expected in the Federal Register during the week of July 8th. Rel. 34-69910)

The Commission granted approval of a proposed rule change (SR-NYSEArca-2013-56) submitted by NYSE Arca, Inc. pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 and Rule 19b-4 thereunder relating to listing and trading of shares of the PowerShares China A-Share Portfolio under NYSE Arca Equities Rule 8.600. Publication is expected in the Federal Register during the week of July 8th. (Rel. 34-69915)


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.

        IRVINE, CA, 92618, 949-873-8899 - 3,705,500 ($3,705,500.00) Equity, 
        (File 333-189754 - Jul. 2) (BR. 09)

S-4     ALERE INC., 51 SAWYER ROAD, SUITE 200, WALTHAM, MA, 02453, 7816473900 - 
        0 ($425,000,000.00) Debt, (File 333-189755 - Jul. 2) (BR. 01A)

        NEWPORT, NH, 03773, 603-863-0886 - 0 ($20,030,080.00) Equity, 
        (File 333-189756 - Jul. 2) (BR. 07B)

        2127025962 - 330,000 ($2,250,600.00) Equity, (File 333-189758 - Jul. 2) 
        (BR. 05C)

S-3     CombiMatrix Corp, 310 GODDARD, SUITE 150, IRVINE, CA, 92618, 
        949-753-0624 - 0 ($3,644,796.80) Equity, (File 333-189759 - Jul. 2) 
        (BR. 10A)

S-1     Ovation Research Inc., 15 MILLER STREET, SUITE 2, BIROBIDJAN, 1Z, 
        679016, 347-674-5560 - 2,000,000 ($80,000.00) Equity, 
        (File 333-189762 - Jul. 2) (BR. 02)

        9725312121 - 0 ($20,000,000.00) Equity, (File 333-189764 - Jul. 2) 
        (BR. 03B)

        TORONTO ONTARIO CANADA, A1, M5J 2G2, 4163642551 - 
        98,163,337 ($3,573,145.00) Equity, (File 333-189766 - Jul. 2) (BR. 01A)

        THOMASVILLE, AL, 36784, 3346365424 - 150,000 ($1,407,000.00) Equity, 
        (File 333-189767 - Jul. 2) (BR. 07C)

S-3     NorthStar Real Estate Income Trust, Inc., 399 PARK AVENUE, 18TH FLOOR, 
        NEW YORK, NY, 10022, (212) 547-2600 - 0 ($142,500,000.00) Equity, 
        (File 333-189769 - Jul. 2) (BR. 08B)

S-8     ProUroCare Medical Inc., 6440 FLYING CLOUD DRIVE, SUITE 101, 
        EDEN PRAIRIE, MN, 55344, 952-698-1161 - 500,000 ($150,000.00) Equity, 
        (File 333-189770 - Jul. 2) (BR. 10B)

S-8     HD Supply Holdings, Inc., 3100 CUMBERLAND BOULEVARD, SUITE 1480, 
        ATLANTA, GA, 30339, 770-852-9000 - 0 ($453,634,000.00) Other, 
        (File 333-189771 - Jul. 2) (BR. 02)

S-1     YuMe Inc, 1204 MIDDLEFIELD ROAD, Redwood City, CA, 94063, 
        650-591-9400 - 0 ($65,000,000.00) Equity, (File 333-189772 - Jul. 2) 
        (BR. 11A)

S-11    Ellington Housing Inc., 53 FOREST AVENUE, OLD GREENWICH, CT, 06870, 
        203-698-1200 - 0 ($100,000,000.00) Equity, (File 333-189777 - Jul. 2) 
        (BR. 08C)

        77046, 8326158600 - 0 ($206,947,650.00) Limited Partnership Interests, 
        (File 333-189778 - Jul. 2) (BR. 04B)

S-1     OphthaliX, Inc., 1656 REUNION AVENUE, SUITE 250, SOUTH JORDAN, UT, 
        84095, 801-446-8802 - 0 ($10,000,000.00) Equity, (File 333-189779 - 
        Jul. 2) (BR. 01B)

        78216, 2108299000 - 0 ($5,648,500.00) Equity, (File 333-189781 - 
        Jul. 2) (BR. 11C)

        3027926000 - 0 ($47,097,000.00) Equity, (File 333-189782 - Jul. 2) 
        (BR. 07B)


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

1ST CONSTITUTION BANCORP                NJ       4.01,9.01            06/28/13

3DICON CORP                             OK       7.01,8.01,9.01       07/02/13

Accelerate Diagnostics, Inc             DE       4.01,5.02,8.01,9.01  07/01/13

ACORN ENERGY, INC.                      DE       5.02                 07/01/13

ACTUATE CORP                            DE       1.01,1.02,2.03,9.01  06/30/13

ACUITY BRANDS INC                       DE       2.02,8.01,9.01       06/28/13

Adamis Pharmaceuticals Corp             DE       1.01,2.03,3.02,9.01  07/01/13

ADT Corp                                DE       8.01                 07/01/13

ALLDIGITAL HOLDINGS, INC.               NV       1.01,5.02,5.03,9.01  06/28/13

ALLSCRIPTS HEALTHCARE SOLUTIONS, INC.   DE       1.01,1.02,2.03,9.01  06/28/13

AMBIENT CORP /NY                        DE       5.02,9.01            06/27/13

AMEDISYS INC                            DE       8.01,9.01            06/27/13

AMERICAN DG ENERGY INC                  DE       1.01,9.01            07/02/13

American Mining Corp                    NV       1.01,3.02,9.01       06/28/13

American Realty Capital Properties, I   MD       1.01,7.01,9.01       07/01/13

American Realty Capital Trust IV, Inc   MD       1.01,7.01,8.01,9.01  07/01/13

AMERICAS CARMART INC                    TX       5.02,9.01            11/13/09    AMEND

AMERITRANS CAPITAL CORP                 DE       8.01                 06/26/13

AMP Holding Inc.                        NV       1.01,3.02,9.01       05/29/13    AMEND

ANNALY CAPITAL MANAGEMENT INC           MD       1.01,1.02,9.01       06/26/13

APPVION, INC.                                    1.01,1.02,2.03,9.01  06/28/13

APPVION, INC.                                    1.01,8.01,9.01       06/28/13

ARCH COAL INC                           DE       1.01,9.01            06/27/13

ARIAD PHARMACEUTICALS INC               DE       8.01,9.01            07/02/13

ARRAY BIOPHARMA INC                     DE       8.01,9.01            07/02/13

ARTHROCARE CORP                         DE       1.01,2.01,8.01,9.01  07/01/13

ASSISTED LIVING CONCEPTS INC            NV       1.01,2.03,9.01       06/28/13

ASTORIA FINANCIAL CORP                  DE       8.01,9.01            07/02/13

ATTUNE RTD                              NV       1.01,7.01,9.01       06/26/13

AUTOVATIVE PRODUCTS INC                 NV       1.01,3.02,9.01       06/26/13

AVON PRODUCTS INC                       NY       2.06                 06/30/13

BANK JOS A CLOTHIERS INC /DE/           DE       5.03,9.01            07/01/13

BANK OF AMERICA CORP /DE/               DE       8.01,9.01            07/02/13

BANK OF HAWAII CORP                     DE       1.01,9.01            07/01/13

Bank of Marin Bancorp                   CA       8.01,9.01            07/01/13

BankUnited, Inc.                        DE       5.02,9.01            07/01/13

BED BATH & BEYOND INC                   NY       5.02,5.07,9.01       06/28/13

BEHRINGER HARVARD MULTIFAMILY REIT I             1.01,5.08,8.01       06/28/13

BIGLARI HOLDINGS INC.                   IN       1.01,2.01,5.02,9.01  07/01/13

BIOLOGIX HAIR INC.                      NV       1.01,3.02,9.01       06/01/13

Black Elk Energy Offshore Operations,   TX       5.02                 06/27/13

BLUE RIDGE REAL ESTATE CO               PA       8.01                 06/28/13

Bohai Pharmaceuticals Group, Inc.       NV       5.02                 07/01/13

BRE PROPERTIES INC /MD/                 MD       5.02,9.01            06/28/13

BROADCAST INTERNATIONAL INC             UT       1.01,9.01            06/30/13

BROOKLINE BANCORP INC                   DE       5.02                 06/26/13

BROOKS AUTOMATION INC                   DE       5.02,9.01            06/28/13

CADIZ INC                               DE       1.01,8.01,9.01       07/01/13

CAESARS ENTERTAINMENT Corp              DE       5.02,9.01            07/02/13

CAMERON INTERNATIONAL CORP              DE       1.01,9.01            06/26/13

CAPITAL ONE FINANCIAL CORP              DE       8.01,9.01            07/02/13

CARMIKE CINEMAS INC                     DE       5.02,9.01            06/28/13

CARROLLTON BANCORP                      MD       9.01                 04/19/13    AMEND

CARROLLTON BANCORP                      MD       5.02,9.01            06/26/13    AMEND

Catalent Pharma Solutions, Inc.         DE       5.02                 06/25/13

CDW Corp                                DE       2.04,5.02,9.01       06/26/13

Celsion CORP                            DE       5.02,9.01            07/02/13

CENTERPOINT ENERGY INC                           5.02                 06/26/13

CenterState Banks, Inc.                 FL       7.01,9.01            07/02/13

CENTRAL VALLEY COMMUNITY BANCORP        CA       2.01                 07/01/13

CHARTER COMMUNICATIONS, INC. /MO/       DE       1.01,2.01,           06/25/13

CHICOS FAS INC                          FL       5.02,5.07            06/27/13

CHIMERIX INC                            DE       7.01,9.01            07/02/13

China Biologic Products, Inc.                    5.07                 06/28/13

CHINA JO-JO DRUGSTORES, INC.                     2.02,9.01            07/02/13

CHINDEX INTERNATIONAL INC               DE       5.02                 06/27/13

Chrysler Group LLC                      DE       8.01,9.01            07/02/13

CHS INC                                 MN       1.01,1.02,2.03,9.01  06/26/13

CNL Healthcare Properties, Inc.         MD       5.03,5.07,9.01       06/27/13

CNL Healthcare Properties, Inc.         MD       1.01,9.01            06/26/13

COLDWATER CREEK INC                     DE       5.02,9.01            06/28/13

COMMODITY ADVISORS FUND L.P.            NY       3.02                 07/01/13

Community Bankers Trust Corp            DE       5.07                 06/27/13

Community Choice Financial Inc.                  1.01,2.03,8.01       06/26/13

COMPUTER TASK GROUP INC                 NY       7.01,9.01            07/02/13

CONNECTICUT WATER SERVICE INC / CT      CT       1.01,8.01,9.01       07/02/13

CONSTELLATION BRANDS, INC.              DE       2.02,7.01,9.01       07/02/13

COPsync, Inc.                           DE       7.01,9.01            05/23/13

CORRECTIONS CORP OF AMERICA             MD       5.02,9.01            06/28/13

COVANTA HOLDING CORP                    DE       2.06                 04/19/13    AMEND

Covidien plc                                     7.01,9.01            07/02/13

Crexendo, Inc.                          DE       5.02                 07/02/13

DELTA AIR LINES INC /DE/                DE       7.01,9.01            07/02/13

DELTA NATURAL GAS CO INC                KY       1.01,2.03,9.01       06/30/13

Demand Pooling, Inc.                    DE       1.01,5.06,9.01       07/02/13

Development Capital Group, Inc.         FL       4.01,9.01            05/28/13

DFC GLOBAL CORP.                        DE       8.01,9.01            07/02/13

DIAMOND HILL INVESTMENT GROUP INC       OH       8.01                 07/02/13

DNB FINANCIAL CORP /PA/                 PA       1.01,4.01,9.01       06/26/13

EDISON MISSION ENERGY                   DE       5.05                 06/28/13

EMC CORP                                MA       5.02,9.01            07/02/13

EMERGING CTA PORTFOLIO LP               NY       3.02                 07/01/13

EMPIRE RESORTS INC                      DE       1.01                 06/27/13

ENTROPIC COMMUNICATIONS INC             DE       2.02,2.05,7.01       06/26/13

EQM Technologies & Energy, Inc.         DE       8.01                 06/28/13

EQUAL ENERGY LTD.                       A0       8.01,9.01            07/02/13

ESCALON MEDICAL CORP                    PA       5.07                 06/28/13

EVERTEC, Inc.                           PR       1.01,3.02,5.02,9.01  06/26/13

EXOPACK HOLDING CORP                             5.02,8.01            06/26/13

FARMERS NATIONAL BANC CORP /OH/         OH       7.01,9.01            07/01/13

Federal Home Loan Bank of Atlanta       X1       2.03                 06/27/13

Federal Home Loan Bank of Chicago       X1       2.03                 06/26/13

Federal Home Loan Bank of Indianapoli   X1       2.03,9.01            07/02/13

Federal Home Loan Bank of New York      X1       2.03,9.01            06/26/13

Federal Home Loan Bank of New York      X1       8.01,9.01            07/02/13

Federal Home Loan Bank of Pittsburgh    PA       2.03,9.01            06/26/13

Federal Home Loan Bank of San Francis   X1       2.03                 06/26/13

Federal Home Loan Bank of Seattle                2.03                 06/27/13

Federal Home Loan Bank of Topeka                 2.03,9.01            06/26/13

Fidelity National Financial, Inc.                1.01,2.03,9.01       07/02/13    AMEND

FIRST FINANCIAL HOLDINGS INC /DE/       DE       5.02,9.01            06/27/13

FIRST PACTRUST BANCORP INC              MD       2.01,8.01,9.01       07/01/13

FIRST PACTRUST BANCORP INC              MD       8.01,9.01            07/02/13

FORD MOTOR CO                           DE       8.01,9.01            07/02/13

FORD MOTOR CREDIT CO LLC                DE       8.01,9.01            07/02/13

FS Energy & Power Fund                  DE       2.02                 07/01/13

FS Investment Corp II                   MD       2.02                 07/01/13

FX ENERGY INC                           NV       8.01,9.01            07/02/13

GENCORP INC                             OH       5.02                 06/26/13

GENESCO INC                             TN       5.07                 07/02/13

GEO POINT TECHNOLOGIES INC              UT       8.01,9.01            07/02/13

Global Eagle Entertainment Inc.         DE       5.02,7.01,9.01       06/26/13

GOLD HILLS MINING, LTD.                          5.02                 07/01/13

GRANT PARK FUTURES FUND LIMITED PARTN   IL       7.01,9.01            06/28/13

GRAPHON CORP/DE                         DE       7.01,8.01,9.01       07/02/13

GREENBRIER COMPANIES INC                OR       2.02,8.01,9.01       07/01/13

GREENBRIER COMPANIES INC                OR       5.02,8.01,9.01       06/26/13

GREER BANCSHARES INC                    SC       4.01,9.01            06/27/13

Griffin-American Healthcare REIT II,    MD       8.01                 06/26/13

HANDENI GOLD INC.                       NV       8.01,9.01            06/28/13

HEALTHWAYS, INC                         DE       8.01                 07/02/13

HERCULES OFFSHORE, INC.                 DE       1.01,2.03,8.01,9.01  06/27/13

HEXCEL CORP /DE/                        DE       1.01,1.02,2.03,9.01  06/27/13

HIGHWATER ETHANOL LLC                            7.01,9.01            07/02/13

HOLLYWOOD ENTERTAINMENT EDU HOLDING,    DE       4.01,9.01            06/28/13

HOME LOAN SERVICING SOLUTIONS, LTD.     E9       2.03,9.01            06/27/13

HomeTown Bankshares Corp                         3.02,9.01            06/28/13

HOSPITALITY PROPERTIES TRUST            MD       1.01                 06/28/13

IAC/INTERACTIVECORP                     DE       5.02,5.07,9.01       06/26/13

IMAX CORP                               A6       5.02                 06/27/13

INERGY L P                              DE       4.01                 06/26/13

Inova Technology Inc.                   NV       8.01,9.01            07/02/13

INTERCEPT PHARMACEUTICALS INC           DE       8.01                 06/26/13

INVESTORS REAL ESTATE TRUST             ND       5.02,5.03,9.01       07/02/13

iSatori, Inc.                           DE       5.07,8.01,9.01       06/27/13

ISLE OF CAPRI CASINOS INC               DE       1.01,2.03,9.01       07/02/13

ITRONICS INC                            TX       3.02                 06/20/13

IVANHOE ENERGY INC                               7.01,9.01            07/02/13

IXYS CORP /DE/                          DE       2.01,9.01            06/27/13

KCG Holdings, Inc.                      DE       1.01,2.03,           07/01/13

KEWAUNEE SCIENTIFIC CORP /DE/           DE       5.02,5.03,9.01       06/26/13

KMG CHEMICALS INC                       TX       5.02,9.01            06/28/13

LA-Z-BOY INC                            MI       8.01,9.01            07/01/13

Legal Life Plans, Inc.                  DE       8.01                 05/21/13

LGL GROUP INC                           DE       1.01,9.01            06/30/13

Limoneira CO                            DE       1.01,8.01,9.01       07/01/13

LMI AEROSPACE INC                       MO       5.07,8.01,9.01       06/26/13

LSI INDUSTRIES INC                      OH       5.02,9.01            07/01/13

M LINE HOLDINGS INC                     NV       4.01,9.01            06/27/13

MAGELLAN MIDSTREAM PARTNERS LP          DE       8.01,9.01            07/01/13

MANAGED FUTURES PREMIER ABINGDON L.P.   NY       3.02                 07/01/13

MANAGED FUTURES PREMIER AVENTIS II L.   NY       3.02                 07/01/13

MANAGED FUTURES PREMIER WARRINGTON L.   NY       3.02                 07/01/13

MAXIMUS INC                             VA       8.01                 07/01/13

Mead Johnson Nutrition Co               DE       8.01,9.01            07/02/13

MEDICAL ACTION INDUSTRIES INC           DE       5.02,9.01            06/28/13

MESA LABORATORIES INC /CO               CO       8.01,9.01            07/01/13

Millennium India Acquisition CO Inc.    DE       8.01,9.01            07/02/13

MIMEDX GROUP, INC.                      FL       1.01,5.02,9.01       05/09/13

MIMEDX GROUP, INC.                      FL       5.07                 05/09/13    AMEND

MIMVI, INC.                             NV       1.01,2.01,           07/01/13

MONROE CAPITAL Corp                     MD       7.01,9.01            07/02/13

Morgan Stanley Bank of America Merril   DE       8.01,9.01            07/02/13

MULTI FINELINE ELECTRONIX INC                    1.01,9.01            07/01/13

NATURAL ALTERNATIVES INTERNATIONAL IN   DE       5.02                 07/01/13

NaturalNano, Inc.                       NV       3.02,3.03,9.01       07/01/13

NAVIDEA BIOPHARMACEUTICALS, INC.        DE       5.07,8.01,9.01       06/27/13

NEOGEN CORP                             MI       2.01,9.01            07/01/13

Net Element International, Inc.         E9       9.01                 04/15/13    AMEND

NIKE INC                                OR       2.02,9.01            06/27/13

North American Oil & Gas Corp.          NV       4.01,5.07,9.01       06/11/13    AMEND

Northfield Bancorp, Inc.                DE       5.02                 07/02/13

Nuveen Diversified Commodity Fund       DE       8.01,9.01            07/01/13

Och-Ziff Capital Management Group LLC   DE       7.01                 07/02/13

OLD DOMINION ELECTRIC COOPERATIVE       VA       1.01,2.03,9.01       06/28/13

OLD LINE BANCSHARES INC                 MD       2.03                 06/26/13

OMNI BIO PHARMACEUTICAL, INC.           CO       7.01,9.01            07/02/13

ORION ENERGY SYSTEMS, INC.              WI       1.01,2.01,           06/28/13

OUTERWALL INC                           DE       7.01,9.01            07/02/13

OUTWERWALL INC                          DE       5.03,5.07,9.01       06/27/13

OUTWERWALL INC                          DE       1.01,7.01,9.01       07/01/13

OvaScience, Inc.                        DE       5.02                 07/02/13

PANTRY INC                              DE       1.01                 06/27/13

PARKER HANNIFIN CORP                    OH       5.02                 06/28/13

PennantPark Floating Rate Capital Ltd            7.01,9.01            07/01/13

PEOPLES BANCORP INC                     OH       8.01,9.01            07/01/13

PIER 1 IMPORTS INC/DE                   DE       7.01,9.01            07/02/13

PLUG POWER INC                          DE       8.01,9.01            07/01/13

PLUG POWER INC                          DE       8.01,9.01            07/01/13    AMEND

Polonia Bancorp Inc                     MD       8.01,9.01            07/02/13

POTOMAC FUTURES FUND LP                 NY       3.02                 07/01/13

POWER SOLUTIONS INTERNATIONAL, INC.     DE       1.01,1.02,2.02,9.01  06/28/13

PROVECTUS PHARMACEUTICALS INC           NV       5.07                 06/27/13

PROVIDENT NEW YORK BANCORP              DE       1.01,2.03,9.01       07/02/13

PRUCO LIFE INSURANCE CO                 AZ       8.01                 07/02/13

PRUCO LIFE INSURANCE OF NEW JERSEY      NJ       8.01                 07/02/13

PRUDENTIAL ANNUITIES LIFE ASSURANCE C   CT       8.01                 07/02/13

PRUDENTIAL FINANCIAL INC                NJ       8.01                 07/02/13

PULSE ELECTRONICS CORP                  PA       4.01,9.01            06/26/13

QR Energy, LP                           DE       1.01,7.01,9.01       06/27/13

QUALSTAR CORP                           CA       5.07,8.01,9.01       06/28/13

QUICKSILVER RESOURCES INC               DE       5.02                 06/26/13

RAMCO GERSHENSON PROPERTIES TRUST       MD       1.01,2.03,9.01       07/02/13

Raptor Pharmaceutical Corp              DE       8.01,9.01            06/28/13

RBC Bearings INC                                 1.01,5.02,9.01       06/28/13

Recon Technology, Ltd                   E9       8.01,9.01            07/02/13

Redpoint Bio CORP                       DE       8.01                 07/02/13

RELIABRAND INC.                         NV       7.01,9.01            06/27/13

Restoration Hardware Holdings Inc       DE       5.03,5.07,9.01       06/26/13

RITE AID CORP                           DE       1.01,2.03,8.01,9.01  07/02/13

ROCKWELL COLLINS INC                    DE       5.02                 07/02/13

ROLLINS INC                             DE       8.01,9.01            07/01/13

Rubicon Technology, Inc.                DE       5.07                 06/26/13

Rubicon Technology, Inc.                DE       5.02                 06/26/13

Ryman Hospitality Properties, Inc.      DE       7.01,8.01,9.01       07/02/13

SALON MEDIA GROUP INC                   DE       5.02,9.01            07/02/13

SANDRIDGE ENERGY INC                    DE       5.07                 07/01/13

Sanwire Corp                                     1.01                 07/01/13

SELECT MEDICAL HOLDINGS CORP                     5.02,9.01            06/28/13

Shire plc                                        8.01,9.01            07/02/13

SMART ONLINE INC                        DE       1.01,2.03,3.02,9.01  06/26/13

Solar Energy Initiatives, Inc.          DE       2.01,2.03,   06/28/13

SOLIGENIX, INC.                         DE       7.01,9.01            07/02/13

Sotherly Hotels Inc.                    MD       1.01,2.03            06/28/13

SPIRIT REALTY CAPITAL, INC.             MD       8.01,9.01            07/01/13

STEINWAY MUSICAL INSTRUMENTS INC        DE       1.01,3.03,8.01,9.01  06/30/13

Stevia Agritech Corp.                            1.01,3.02,9.01       06/18/13

Sunstone Hotel Investors, Inc.          MD       2.01,2.03,9.01       07/02/13

SUPERNUS PHARMACEUTICALS INC            DE       8.01                 07/02/13

SUSSEX BANCORP                          NJ       1.01,8.01,9.01       06/26/13    AMEND

TARGET CORP                             MN       5.02,9.01            07/02/13

TERRACE VENTURES INC                    NV       4.01,9.01            06/27/13

TIPTREE FINANCIAL INC.                  MD       1.01,2.01,3.02,      07/01/13

Titan Machinery Inc.                    DE       4.01,9.01            06/27/13

TRANS ENERGY INC                        NV       5.07                 06/28/13

TWO RIVERS WATER & FARMING Co           CO       7.01                 07/01/13

U S GLOBAL INVESTORS INC                TX       5.02,9.01            07/02/13

U.S. RARE EARTHS, INC                   NV       2.03,3.02,5.02,9.01  06/27/13

UMPQUA HOLDINGS CORP                    OR       8.01,9.01            06/01/13

UNIGENE LABORATORIES INC                DE       1.03,2.04,5.02       07/02/13

UNITED PARCEL SERVICE INC               DE       5.02                 06/28/13

UniTek Global Services, Inc.            DE       1.01                 06/28/13

UNIVERSAL ELECTRONICS INC               DE       8.01,9.01            07/01/13

UNIVERSAL STAINLESS & ALLOY PRODUCTS    DE       8.01,9.01            07/02/13

UNWIRED PLANET, INC.                    DE       1.01,2.03,          06/28/13

VALIDUS HOLDINGS LTD                             2.02,9.01            07/01/13

VIRTUAL PIGGY, INC.                     DE       7.01                 07/02/13

Volcano Corp                            DE       1.01                 07/01/13

Vystar Corp                             GA       1.01,2.01,2.03,      06/28/13

WATSCO INC                              FL       1.01,7.01,9.01       07/01/13

WebMD Health Corp.                      DE       8.01                 07/02/13

WELLS FARGO & COMPANY/MN                DE       9.01                 07/02/13

Wells Timberland REIT, Inc.             MD       1.01,9.01            07/01/13

WEST BANCORPORATION INC                 IA       1.01,2.03,9.01       06/04/13    AMEND

WESTPORT FUTURES FUND L.P.              NY       3.02                 07/01/13

Woodgate Energy Corp                    DE       3.02,5.01,5.02       05/16/13    AMEND

WORTHINGTON INDUSTRIES INC              OH       2.02,5.02,9.01       06/27/13

XSUNX INC                               CO       2.05,3.02,3.03,      06/27/13

ZaZa Energy Corp                        DE       1.01,1.02,7.01,9.01  06/27/13

Zep Inc.                                DE       2.02,7.01,9.01       07/02/13

Zoom Telephonics, Inc.                  DE       5.07                 06/27/13



Modified: 07/08/2013