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U.S. Securities and Exchange Commission


Issue 2013-138
July 19, 2013

Commission announcements

SEC, European Regulators Establish Supervisory Cooperation Arrangements Related to the Asset Management Industry

The Securities and Exchange Commission (Commission) today announced that it has established supervisory arrangements with financial regulators of the member states of the European Union (EU) and the European Economic Area (EEA) as part of long-term strategy to improve the oversight of certain entities in the asset management industry that operate across national borders.

The memoranda of understanding (MOUs) signed this week provide a framework for supervisory cooperation and exchange of information between SEC and the EU/EEA member state national regulators in the area of asset management. These MOUs were negotiated between the SEC staff and staff of the European Securities and Markets Authority (ESMA). ESMA negotiated the MOUs required under the EU Alternative Investment Fund Managers Directive on behalf of the EU/EEA member-states' national regulators.

The MOUs were concluded with 25 EU and 3 EEA member-state regulators. The EU member-state regulators with whom the Commission signed MOUs are those from Austria, Belgium, Bulgaria, Cyprus, Czech Republic, Denmark, Estonia, Finland, Germany, Greece, Hungary, Ireland, Italy, Latvia, Lithuania, Luxemburg, Malta, the Netherlands, Poland, Portugal, Romania, Slovakia, Spain, Sweden and the United Kingdom. The EEA signatories to the MOUs are regulators from Iceland, Lichtenstein and Norway.

These supervisory cooperation arrangements will enhance SEC staff's ability to share information about certain entities in the asset management industry, such as investment advisers and investment fund managers.

"Supervisory cooperation arrangements help the SEC and its counterparts cooperate and consult with each other regarding our oversight activities in ways that may help prevent fraud in the long term or lessen the chances of future financial crises," said Dr. Robert Fisher, Acting Director of the SEC's Office of International Affairs.

The SEC's approach to supervisory cooperation with its overseas counterparts follows on more than two decades of experience with cross-border cooperation, starting in the late 1980s with MOUs facilitating information sharing regarding enforcement matters. The SEC's enforcement cooperation arrangements — which now encompass partnerships with approximately 80 jurisdictions via bilateral MOUs and a Multilateral MOU under the auspices of the International Organization of Securities Commissions — detail procedures and mechanisms by which the SEC and its counterparts can collect and share investigatory information when there are suspicions of a violation of either jurisdiction's securities laws.

The SEC's supervisory cooperation arrangements, by contrast, establish mechanisms for continuous and ongoing consultation, cooperation, and the exchange of supervisory information related to the oversight of global firms and markets. Such information may include routine supervisory information as well as the information that regulators need to monitor risk concentrations, identify emerging systemic risks, and better understand a globally-active regulated entity's compliance culture. These MOUs also facilitate the ability of the SEC and its counterparts to conduct on-site examinations of registered entities located outside the United States.

Although they are designed to achieve different objectives, enforcement and supervisory cooperation arrangements are complementary tools. Supervisory cooperation involves ongoing sharing of information on day-to-day operations of regulated entities while enforcement cooperation helps the SEC collect information abroad to investigate potential violations of federal securities laws and to compensate securities fraud victims when possible.

The SEC entered into its first supervisory cooperation MOU in March 2006 with the United Kingdom's Financial Services Authority. Following the financial crisis, SEC has expanded its emphasis on supervisory cooperation to better identify emerging risks to U.S. capital markets and the international financial system. As part of this effort, SEC commissioners and staff co-chaired an international task force in 2010 to develop principles for cross-border supervisory cooperation. These principles have since proven to be a useful guideline for structuring MOUs around the type of information to be shared, the mechanisms that regulators can use to share information, and the degree of confidentiality this information should be accorded. (2013-131)

Commission Suspends Trading of Rvplus, Inc.

The Commission ordered the temporary suspension, pursuant to Section 12(k) of the Securities Exchange Act of 1934 (the "Exchange Act"), of trading in the securities of RVPlus, Inc. ("RVPL"), quoted on OTC Link, operated by OTC Markets Group, Inc., because of questions concerning (1) the adequacy of current financial information available about RVPL; (2) the accuracy of RVPL's periodic financial filings, including reported accounts receivable, assets and operations; and (3) assertions by RVPL in press releases to investors. RVPL's ticker symbol is RVPL.

The trading suspension will last for ten business days. The trading suspension commenced at 9:30 a.m. EDT, on July 19, 2013, and terminates at 11:59 p.m. EDT, on August 1, 2013.

The Commission cautions brokers, dealers, shareholders, and prospective purchasers that they should carefully consider the foregoing information along with all other currently available information and any information subsequently issued by RVPL.

Further, brokers and dealers should be alert to the fact that, pursuant to Rule 15c2-11 under the Exchange Act, at the termination of the trading suspension, no quotation may be entered unless and until they have strictly complied with all of the provisions of the rule. If any broker or dealer has any questions as to whether or not he has complied with the rule, he should not enter any quotation but immediately contact the staff in the Division of Trading and Markets, Office of Interpretation and Guidance, at (202) 551-5777. If any broker or dealer is uncertain as to what is required by Rule 15c2-11, he should refrain from entering quotations relating to the above-named securities until such time as he has familiarized himself with the rule and is certain that all of its provisions have been met. If any broker or dealer enters any quotation which is in violation of the rule, the Commission will consider the need for prompt enforcement action. (Rel. 34-70006)


SEC Charges Steven A. Cohen with Failing to Supervise Portfolio Managers and Prevent Insider Trading

The Commission today announced charges against hedge fund adviser Steven A. Cohen for failing to supervise two senior employees and prevent them from insider trading under his watch.

The SEC's Division of Enforcement alleges that Cohen received highly suspicious information that should have caused any reasonable hedge fund manager to investigate the basis for trades made by two portfolio managers who reported to him – Mathew Martoma and Michael Steinberg. Cohen ignored the red flags and allowed Martoma and Steinberg to execute the trades. Instead of scrutinizing their conduct, Cohen praised Steinberg for his role in the suspicious trading and rewarded Martoma with a $9 million bonus for his work. Cohen's hedge funds earned profits and avoided losses of more than $275 million as a result of the illegal trades.

"Hedge fund managers are responsible for exercising appropriate supervision over their employees to ensure that their firms comply with the securities laws," said Andrew J. Ceresney, Co-Director of the SEC's Division of Enforcement. "After learning about red flags indicating potential insider trading by his employees, Steven Cohen allegedly failed to follow up to prevent violations of the law. The Enforcement Division is seeking to bar Cohen from overseeing investor funds, in addition to the more than $615 million his firm has already agreed to pay for the alleged insider trading."

According to the SEC's order instituting administrative proceedings against Cohen, portfolio managers Martoma and Steinberg obtained material non-public information about publicly traded companies in 2008, and they traded on the basis of that information. The SEC charged Martoma and his tipper with insider trading in an enforcement action last year, and charged Steinberg with insider trading in a complaint filed earlier this year. In connection with those cases, CR Intrinsic, an affiliate of Cohen's firm S.A.C. Capital Advisors, agreed to pay more than $600 million in the largest-ever insider trading settlement. Another Cohen affiliate, Sigma Capital, agreed to pay nearly $14 million to settle insider trading charges.

The SEC's investigation found that in his supervisory role, Cohen oversaw trading by Martoma and Steinberg and required them to update him on their stock trading and convey the reasons for their trades. On at least two separate occasions in 2008, they provided information to Cohen indicating their potential access to inside information to support their trading. However, Cohen stood by on both occasions instead of ascertaining whether insider trading was taking place.

According to the SEC's order, Cohen watched Martoma build a massive long position in the stock of two pharmaceutical companies – Elan and Wyeth – based on their joint clinical trial of a drug with the potential to treat Alzheimer's disease. Cohen allowed this despite repeated e-mails and instant messages to Cohen from other analysts at CR Intrinsic advocating against it. The analysts questioned whether Martoma possessed undisclosed data on the results of the trial. Cohen responded by saying it was "tough" to know whether Martoma knew something, but that he would follow Martoma's advice because he was "closer to it than you." In later exchanges of instant messages, Cohen further remarked that it "seems like mat [Martoma] has a lot of good relationships in this arena." Cohen also was told about a doctor who had provided his portfolio managers with potentially non-public information about the clinical trial, but failed to express any concern about the use of that information. During his e-mail exchanges, Cohen displayed no concern that Martoma might possess non-public information or about his use of such information to inform investment decisions at his firm. Instead, Cohen encouraged Martoma to talk further with a doctor familiar with the clinical trial.

The SEC's Enforcement Division alleges that after months of building up the massive position and being bullish on both Elan and Wyeth, Martoma had a 20-minute phone conversation with Cohen on July 20, 2008. According to Cohen, Martoma said that he was no longer comfortable with the Elan investments that CR Intrinsic and SAC held. Despite Martoma's abrupt change in view and red flags that he likely received confidential information about the clinical trials from a tipper, Cohen failed to take prompt action to determine whether an employee under his supervision was violating insider trading laws. Starting the next morning, Cohen oversaw the liquidation of his and Martoma's positions in Elan and Wyeth and the accumulation of a short position instead.

According to the SEC's order, Cohen also supervised Steinberg while he was involved in insider trading of Dell securities in August 2008. After being looped into a highly suspicious e-mail between Steinberg and other firm employees reflecting the clear possibility that they possessed material non-public information about an upcoming earnings announcement at Dell, Cohen again failed to take prompt action to determine whether Steinberg was engaged in unlawful insider trading. Instead, Cohen liquidated his Dell shares based on the recommendation of Steinberg, who continued short selling Dell shares in his Sigma Capital portfolio based on the confidential information. Dell's stock price dropped sharply after its August 28 earnings announcement, and funds managed by Cohen's firms profited or avoided losses totaling at least $1.7 million. Three hours after the earnings announcement, Cohen e-mailed Steinberg: "Nice job on Dell."

The SEC's Division of Enforcement alleges that by engaging in the conduct described in the SEC's order, Cohen failed reasonably to supervise Martoma and Steinberg with a view to preventing their violations of Section 10(b) of the Exchange Act and Rule 10b-5 thereunder. The administrative proceedings will determine what relief is in the public interest against Cohen, including financial penalties, a supervisory and financial services industry bar, and other relief.

The SEC's investigation, which is continuing, has been conducted by Joseph Sansone, Charles Riely, and Daniel Marcus of the Market Abuse Unit in New York as well as Amelia Cottrell, Matthew Watkins, Justin Smith, Neil Hendelman, Diego Brucculeri, and James D'Avino of the New York Regional Office. The SEC's litigation effort will be led by Matthew Solomon and Preethi Krishnamurthy. The case has been supervised by Sanjay Wadhwa. (2013-129; Rel. IA-3634)

Commission Charges City of Miami and Former Budget Director with Municipal Bond Offering Fraud

The Commission today charged the city of Miami and its former budget director with securities fraud in connection with several municipal bond offerings and other disclosures made to investors.

An SEC investigation found that beginning in 2008, Miami and Michael Boudreaux made materially false and misleading statements and omissions about certain interfund transfers in three 2009 bond offerings totaling $153.5 million. They similarly included false and misleading information in the city's fiscal year 2007 and 2008 Comprehensive Annual Financial Reports (CAFRs) that are distributed to broad segments of the investing public, including investors in previously issued city debt. Boudreaux orchestrated the transfers from the city's Capital Improvement Fund to its General Fund in order to mask increasing deficits in the General Fund, which is viewed by investors and bond rating agencies as a key indicator of financial health.

The SEC's action also charges Miami with violating an SEC cease-and-desist order that was entered against the city in 2003 based on similar misconduct. This is the first time the SEC has alleged further wrongdoing by a municipality subject to an existing SEC cease-and-desist order.

"Miami actively marketed bonds to the investing public while hiding the true reason for interfund transfers to boost the image of its primary operating fund," said George S. Canellos, Co-Director of the Division of Enforcement. "The fact that a city official would enable these false and misleading disclosures to investors merely a few years after Miami had been reprimanded by the SEC for similar misconduct makes this repeat behavior all the more appalling and unacceptable. We will hold accountable not only municipalities, but also individual municipal officials for fraudulent disclosures to investors."

Eric I. Bustillo, Director of the SEC's Miami Regional Office, added, "Miami cannot continue to play shell games with its finances. Investors and the markets deserve complete transparency in assessing the city's municipal bond offerings."

According to the SEC's complaint filed in U.S. District Court for the Southern District of Florida, Boudreaux initiated the city's transfer of approximately $37.5 million between the funds. Miami did not disclose to bondholders that the transferred funds included legally restricted dollars which, under city code, may not be commingled with any other funds or revenues of the city. Miami also failed to disclose that the transferred funds were allocated to specific capital projects that still needed those funds as of the end of the fiscal year, or in some instances already had spent that money. The transfers enabled Miami to meet or come close to meeting its own requirements relating to the General Fund's reserve levels. In the wake of the transfers, the city's bond offerings were all rated favorably by credit rating agencies.

According to the SEC's complaint, Miami was forced to reverse most of the transfers following a report by its Office of Independent Auditor General (OIAG). The city then declared a state of fiscal urgency once it failed to meet statutorily mandated fund levels in its General Fund, and bond rating agencies consequently downgraded their ratings on the city's debt.

The SEC's complaint charges Miami with violations of Section 17(a) of the Securities Act of 1933, Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5. It also charges the city with violating the SEC's 2003 cease-and-desist order. The complaint charges Boudreaux with violations of Section 17(a) of the Securities Act and violations and aiding and abetting violations of Section 10(b) of the Exchange Act and Rule 10b-5. The SEC's complaint seeks injunctive relief and financial penalties against Miami and Boudreaux, and an order commanding the city to comply with the SEC's 2003 order.

The SEC's investigation was conducted in the Miami Regional Office by Rachel K. Paulose, Andre J. Zamorano, and Michelle Lama under the supervision of Chedly C. Dumornay. The investigation followed an examination conducted by Paul Anderson and Carlos A. Gutierrez under the supervision of Nicholas A. Monaco and the oversight of John C. Mattimore. The SEC's litigation will be led by Christopher E. Martin and Amie Riggle Berlin. [SEC v. City of Miami and Michael Boudreaux (S.D. Fla. Civil Action No. 1:13-cv-22600]  (2013-130; LR-22753)

Brion G. Randall Sanctioned

Brion G. Randall (Randall), of Texas, has been barred from the securities industry. The sanction was ordered in an administrative proceeding before an administrative law judge, following a conviction for mail and bank fraud and an injunction against violating the antifraud provisions of the securities laws. Randall's wrongdoing included a variety of conduct which operated as a fraud and deceit on at least twenty-seven investors and three banks. (Rel. IA-3632)

Order Approving Association of Bruce Lieberman with a Registered Investment Adviser

On July 18, 2013, the Commission issued an Order approving the application of Bruce Lieberman for consent to associate with Provident Advisors LLC, a registered investment adviser. The Order is necessary because Mr. Lieberman is subject to a 2006 order of the Commission barring him from association with any investment adviser, with the proviso that he may apply to become so associated after three years from the date of that order. (Rel. IA-3631)

In the Matter of John Hagener

The Commission announced the issuance of an Order Instituting Administrative Proceedings Pursuant to Section 203(f) of the Investment Advisers Act of 1940 and Notice of Hearing ("Order") against John Hagener (Hagener).

The Order alleges that on April 12, 2013, an order of injunction was entered, by consent, against Hagener, permanently enjoining him from future violations of Sections 5(a), 5(c), and 17(a) of the Securities Act of 1933 ("Securities Act"), Section 10(b) of the Exchange Act and Rule 10b-5 thereunder, and Sections 206(1), 206(2) and 206(4) of the Investment Advisers Act of 1940 ("Advisers Act") [15 U.S.C. §§ 80b‑6(1), (2) and (4)] and Rule 206(4)-8 thereunder [17 C.F.R. § 275.206(4)-8], in the civil action entitled Securities and Exchange Commission v. Loomis, et al., Case No. 2:10-cv-00458-KJM-KJN in the United States District Court for the Eastern District of California. The Order also alleges that the permanent injunction arose from allegations, which Hagener did not admit or deny, in the district court action that Hagener participated in the illegal offer and sale of securities by two entities that he controlled as an investment adviser, the Naras Secured Fund and the Naras Secured Fund 2.

A hearing will be scheduled before an administrative law judge to determine whether the allegations contained in the Order are true, to provide Hagener with an opportunity to respond to these allegations, and to determine what sanctions, if any, are appropriate and in the public interest. As directed by the Commission, an administrative law judge shall issue an initial decision in this matter no later than 210 days from the date of service of the Order. (Rel. IA-3633)

Investment company orders


An order has been issued to ACS Wireless, Inc. (ACS Wireless) under Section 3(b)(2) of the Investment Company Act of 1940 declaring ACS Wireless to be primarily engaged in a business other than that of investing, reinvesting, owning, holding or trading in securities. (Rel. IC-30602)

Self-regulatory organizations

Approval of a Proposed Rule Change

The Commission granted approval of a proposed rule change submitted by Miami International Securities Exchange LLC (SR-MIAX-2013-21) to modify the allocation of Directed Orders in specific limited situations. Publication is expected in the Federal Register during the week of July 22nd. (Rel. 34-sss70007)

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-8     Cole Credit Property Trust II Inc, 2325 EAST CAMELBACK ROAD, 
        SUITE 1100, PHOENIX, AZ, 85016, 602.778.8700 - 0 ($57,142,530.00) 
        Equity, (File 333-190001 - Jul. 18) (BR. 08B)

S-11    Brixmor Property Group Inc., 420 LEXINGTON AVENUE, NEW YORK, NY, 10170,
        (212) 869-3000 - 0 ($100,000,000.00) Equity, (File 333-190002 - Jul. 18) (BR. 08)

        80033, 303-422-8127 - 4,803,884 ($4,419,573.28) Equity, 
        (File 333-190008 - Jul. 18) (BR. 04B)

S-8     AtheroNova Inc., 2301 DUPONT DRIVE, SUITE 525, IRVINE, CA, 92612, 
        (949) 525-5471 - 3,800,000 ($2,432,000.00) Equity, (File 333-190009 - 
        Jul. 18) (BR. 01A)

        83716-9632, 2083684000 - 30,000,000 ($397,650,000.00) Equity, (File 333-190010 - Jul. 18) 
        (BR. 10B)

        7066494818 - 0 ($0.00) Unallocated (Universal) Shelf, (File 333-190011 - Jul. 18) 
        (BR. 07B)

S-8     Covidien plc, 20 ON HATCH, LOWER HATCH STREET, DUBLIN, L2, DUBLIN 2, 
        353 1 438-1700 - 45,000,000 ($2,689,200,000.00) Equity, 
        (File 333-190012 - Jul. 18) (BR. 10A)

S-4     TransDigm Group INC, 1301 EAST 9TH STREET, SUITE 3710, CLEVELAND, OH, 
        44114, 216 706 2939 - 0 ($500,000,000.00) Non-Convertible Debt, 
        (File 333-190013 - Jul. 18) (BR. 05C)

        2028280850 - 17,000,000 ($1,156,340,000.00) Equity, (File 333-190014 - Jul. 18) (BR. 10A)

        73102, 4052349000 - 0 ($0.00) Unallocated (Universal) Shelf, 
        (File 333-190015 - Jul. 18) (BR. 04B)

S-8     Liberty Media Corp, 12300 LIBERTY BOULEVARD, ENGLEWOOD, CO, 80112, 
        720-875-5400 - 10,000,000 ($1,382,900,000.00) Equity, 
        (File 333-190016 - Jul. 18) (BR. 11C)

        9784599000 - 0 ($40,000,000.00) Equity, (File 333-190017 - Jul. 18) 
        (BR. 07B)

S-8     Liberty Media Corp, 12300 LIBERTY BOULEVARD, ENGLEWOOD, CO, 80112, 
        720-875-5400 - 250,000 ($34,572,500.00) Equity, (File 333-190018 - 
        Jul. 18) (BR. 11C)

        651-355-6000 - 0 ($250,000,000.00) Equity, (File 333-190019 - Jul. 18) (BR. 05B)

N-2     Stone Ridge Trust II, 405 LEXINGTON AVENUE, 55TH FLOOR, NEW YORK, NY, 
        10174, (855) 609-3680 - 100,000 ($1,000,000.00) Equity, 
        (File 333-190021 - Jul. 18) (BR. )

Recent 8K Filings

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


Entry into a Material Definitive Agreement


Termination of a Material Definitive Agreement


Bankruptcy or Receivership


Completion of Acquisition or Disposition of Assets


Results of Operations and Financial Condition


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


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


Cost Associated with Exit or Disposal Activities


Material Impairments


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


Unregistered Sales of Equity Securities


Material Modifications to Rights of Security Holders


Changes in Registrant's Certifying Accountant


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


Changes in Control of Registrant


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


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


Temporary Suspension of Trading Under Registrant's Employee Benefit Plans


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


Change in Shell Company Status


ABS Informational and Computational Material.


Change of Servicer or Trustee.


Change in Credit Enhancement or Other External Support.


Failure to Make a Required Distribution.


Securities Act Updating Disclosure.


Regulation FD Disclosure


Other Events


Financial Statements and Exhibits

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

NAME OF ISSUER                          CODE     8K ITEM NO.          DATE        COMMENT

A. H. Belo Corp                         DE       8.01,9.01            07/17/13
ABM INDUSTRIES INC /DE/                 DE       5.02,9.01            07/16/13

ACACIA RESEARCH CORP                    DE       2.02,9.01            07/18/13

ADVANCED MICRO DEVICES INC              DE       2.02,7.01,9.01       07/18/13

AEHR TEST SYSTEMS                       CA       2.02,9.01            05/31/13

ALICO INC                               FL       8.01,9.01            07/18/13

ALIGN TECHNOLOGY INC                    DE       2.02,9.01            07/18/13

ALIGN TECHNOLOGY INC                    DE       5.02,8.01,9.01       07/18/13

AMCON DISTRIBUTING CO                   DE       2.02,9.01            07/18/13

American Realty Capital Healthcare Tr   MD       1.01,2.01            07/12/13

American Realty Capital Properties, I   MD       8.01,9.01            07/18/13

American Realty Capital Trust V, Inc.   MD       8.01,9.01            07/17/13

American Realty Capital Trust V, Inc.   MD       1.01,2.01            07/12/13

AMERICAN RESTAURANT CONCEPTS INC                 1.01,1.02,5.02,9.01  07/12/13

AMERICAN RIVER BANKSHARES               CA       2.02,9.01            07/18/13

AMERICANWEST BANCORPORATION             WA       7.01,9.01            07/15/13

Ameris Bancorp                          GA       2.02,9.01            07/18/13

Amincor, Inc.                           NV       8.01                 06/11/13

AMPHENOL CORP /DE/                      DE       2.02,9.01            07/18/13

AMR CORP                                DE       2.02,9.01            07/18/13

APOLLO INVESTMENT CORP                  MD       7.01,9.01            07/18/13

ARCA biopharma, Inc.                    DE       8.01,9.01            07/17/13

ARDEN GROUP INC                         DE       5.02                 07/12/13

Ares Commercial Real Estate Corp        MD       7.01,9.01            07/18/13

Armour Residential REIT, Inc.           MD       7.01,9.01            07/16/13

ARROW FINANCIAL CORP                    NY       2.02,9.01            07/18/13

Artemis Acquisition Corp.               DE       5.02,8.01            07/10/13

ASSOCIATED BANC-CORP                    WI       2.02,9.01            07/18/13

ATHENAHEALTH INC                        DE       2.02,9.01            07/18/13

ATLAS PIPELINE PARTNERS LP              DE       9.01                 05/07/13    AMEND

AUTONATION, INC.                        DE       2.02,9.01            07/18/13

AVISTA CORP                             WA       7.01,8.01            07/16/13    AMEND

B&G Foods, Inc.                         DE       2.02,7.01,9.01       07/18/13

BADGER METER INC                        WI       2.02,9.01            07/18/13

BALLY TECHNOLOGIES, INC.                NV       1.01,8.01,9.01       07/15/13

BANK MUTUAL CORP                        WI       2.02,9.01            07/17/13

BANK OF KENTUCKY FINANCIAL CORP         KY       2.02,9.01            07/18/13

BASSETT FURNITURE INDUSTRIES INC        VA       8.01,9.01            07/18/13

BAXTER INTERNATIONAL INC                DE       2.02,9.01            07/18/13

BAYLAKE CORP                            WI       2.02,9.01            07/18/13

Bazaarvoice Inc                         DE       5.02                 07/13/12

BB&T CORP                               NC       2.02,9.01            06/30/13

BIOLARGO, INC.                          DE       1.01,9.01            07/17/13

BIOMET INC                              IN       8.01,9.01            07/16/13

BIOSANTE PHARMACEUTICALS INC            DE       5.02,5.03,5.07,9.01  07/12/13

BIOSTEM U.S. CORP                       NV       9.01                 07/17/13

BLACKHAWK NETWORK HOLDINGS, INC         DE       2.02,9.01            07/18/13

BlackRock Inc.                          DE       2.02,9.01            07/18/13

Blackstone Group L.P.                   DE       2.02,9.01            07/18/13

BOSTON PRIVATE FINANCIAL HOLDINGS INC   MA       7.01                 07/17/13

BreitBurn Energy Partners L.P.          DE       2.01,2.03,7.01,9.01  07/15/13

CAPITAL ONE FINANCIAL CORP              DE       2.02,9.01            07/18/13

CAPITOL BANCORP LTD                     MI       8.01,9.01            07/18/13

Cardinal Ethanol LLC                    IN       8.01                 07/16/13

CARMIKE CINEMAS INC                     DE       8.01,9.01            07/18/13

CASS INFORMATION SYSTEMS INC            MO       2.02,8.01,9.01       07/18/13

Celanese Corp                           DE       2.02,7.01,9.01       07/18/13
CENTRAL VALLEY COMMUNITY BANCORP        CA       2.02,9.01            07/17/13

CEPHEID                                 CA       2.02,5.02,9.01       07/16/13

CHEMED CORP                             DE       2.02,9.01            07/18/13

Chemtura CORP                           DE       8.01,9.01            07/18/13

Chemtura CORP                           DE       2.02,9.01            07/18/13

CHEROKEE INC                            DE       5.02,5.07,9.01       07/16/13

China Fruits Corp                       NV       1.01,9.01            07/15/13

CHIQUITA BRANDS INTERNATIONAL INC       NJ       5.02,9.01            07/15/13

CITIZENS & NORTHERN CORP                PA       8.01,9.01            07/18/13

CITY NATIONAL CORP                      DE       2.02,9.01            07/18/13

Claridge Ventures, Inc.                 NV       1.01,5.02,9.01       07/17/13

COBIZ FINANCIAL INC                     CO       2.02,8.01,9.01       07/18/13

Cole Credit Property Trust II Inc       MD       2.01,3.03,4.01,	 07/17/13

Cole Credit Property Trust II Inc       MD       1.01,1.02,2.03,9.01  07/17/13

COLUMBIA PROPERTY TRUST, INC.           MD       5.05,5.07            07/17/13

COMMUNITY HEALTH SYSTEMS INC            DE       2.02,7.01,9.01       07/18/13

CUBIST PHARMACEUTICALS INC              DE       2.02,9.01            07/18/13

CVB FINANCIAL CORP                      CA       2.02,9.01            07/17/13

CYPRESS SEMICONDUCTOR CORP /DE/         DE       2.02,9.01            07/18/13

CYTEC INDUSTRIES INC/DE/                DE       2.02,9.01            07/18/13

DANAHER CORP /DE/                       DE       2.02,9.01            07/18/13

DATALINK CORP                           MN       1.01,1.02,2.03,9.01  07/17/13

dELiAs, Inc.                            DE       1.01,2.03,8.01,9.01  07/15/13

Domark International Inc.               NV       9.01                 07/18/13

DONEGAL GROUP INC                       DE       7.01,9.01            07/18/13

DOVER Corp                              DE       2.02,9.01            07/18/13

EAGLE FINANCIAL SERVICES INC            VA       8.01,9.01            07/17/13

EASTGROUP PROPERTIES INC                MD       2.02,7.01,9.01       07/18/13

EHOUSEGLOBAL, INC.                      NV       1.01,9.01            06/30/13

ELECTRONICS FOR IMAGING INC             DE       2.02,9.01            07/18/13

EMCLAIRE FINANCIAL CORP                 PA       2.02,9.01            07/18/13

Emergent BioSolutions Inc.              DE       5.02,7.01            07/17/13

ENDURANCE SPECIALTY HOLDINGS LTD        D0       7.01,9.01            07/18/13

Energy Transfer Partners, L.P.          DE       8.01                 07/12/13

ENGLOBAL CORP                           NV       1.01,9.01            07/15/13

EnteroMedics Inc                                 5.02                 07/15/13

ENTERPRISE BANCORP INC /MA/             MA       2.02,9.01            07/18/13

EP Energy LLC                           DE       8.01                 07/16/13

Erickson Air-Crane Inc.                 DE       9.01                 05/02/13    AMEND

EXIDE TECHNOLOGIES                      DE       1.01,2.03,3.01,9.01  07/12/13

FAIRCHILD SEMICONDUCTOR INTERNATIONAL   DE       2.02                 07/18/13

FARMERS CAPITAL BANK CORP               KY       2.02,9.01            07/17/13

FBR & Co.                               VA       8.01                 07/17/13

Federal Home Loan Bank of Atlanta       X1       2.03                 07/15/13

Federal Home Loan Bank of Boston        X1       2.03                 07/16/13

Federal Home Loan Bank of Chicago       X1       2.03                 07/15/13

Federal Home Loan Bank of Cincinnati    X1       2.03,9.01            07/16/13

Federal Home Loan Bank of Des Moines    X1       2.03,9.01            07/16/13

Federal Home Loan Bank of New York      X1       2.03,9.01            07/15/13

Federal Home Loan Bank of Pittsburgh    PA       2.03,9.01            07/15/13

Federal Home Loan Bank of San Francis   X1       2.03                 07/16/13

Federal Home Loan Bank of Topeka                 2.03,9.01            07/16/13

FIFTH THIRD BANCORP                     OH       2.02,7.01,9.01       07/18/13

FINISH LINE INC /IN/                    IN       5.07,8.01,9.01       07/18/13

FIRST CAPITAL BANCORP, INC.             VA       2.02,9.01            07/18/13

FIRST FINANCIAL BANKSHARES INC          TX       2.02,9.01            07/18/13

FIRST PRIORITY FINANCIAL CORP.          PA       4.01,9.01            07/16/13

FIRST SOUTH BANCORP INC /VA/            VA       2.02,9.01            07/18/13

FIRST TRUST MORTGAGE INCOME FUND                 7.01,9.01            07/18/13

FORWARD AIR CORP                        TN       2.02,9.01            07/18/13

FREEPORT MCMORAN COPPER & GOLD INC      DE       5.07,8.01,9.01       07/16/13

GATX CORP                               NY       2.02,7.01,9.01       07/18/13

General Finance CORP                    DE       8.01,9.01            07/18/13

GENESIS ENERGY LP                       DE       5.02,5.07            07/18/13

Genpact LTD                             D0       5.02                 07/18/13

GENUINE PARTS CO                        GA       2.02,9.01            07/18/13

GNC HOLDINGS, INC.                      DE       5.02                 07/18/13

GOLDEN ENTERPRISES INC                  DE       8.01,9.01            07/18/13

Google Inc.                             DE       2.02,8.01,9.01       07/18/13

GREENHILL & CO INC                      DE       2.02,9.01            07/17/13

Guaranty Bancorp                        DE       2.02,7.01,9.01       07/17/13

GUESS INC                               DE       5.02,9.01            07/15/13

HANDENI GOLD INC.                       NV       8.01,9.01            07/16/13

HANMI FINANCIAL CORP                    DE       8.01,9.01            07/18/13

HARBINGER GROUP INC.                    DE       7.01,9.01            07/18/13

HARDINGE INC                            NY       1.01,2.03,9.01       07/12/13

HARRIS & HARRIS GROUP INC /NY/          NY       8.01,9.01            07/18/13

HEALTHCARE REALTY TRUST INC             MD       1.01,8.01,9.01       07/16/13

HEARTLAND FINANCIAL USA INC             DE       7.01,9.01            07/18/13

HERCULES OFFSHORE, INC.                 DE       7.01,8.01,9.01       07/18/13

HERITAGE OAKS BANCORP                   CA       8.01,9.01            07/17/13

Higher One Holdings, Inc.               DE       1.01                 07/12/13

Hines Global REIT, Inc.                 MD       9.01                 05/14/13    AMEND

HNI CORP                                IA       2.02,9.01            07/17/13

HOME BANCSHARES INC                              2.02,7.01,9.01       07/18/13

HOME LOAN SERVICING SOLUTIONS, LTD.     E9       2.02,9.01            07/18/13

HUBBELL INC                             CT       2.02,9.01            07/18/13

HUNTINGTON BANCSHARES INC/MD            MD       2.02,9.01            07/18/13

Hygeialand Biomedical Corp              NY       1.01,2.01,5.01,	 07/11/13

ICU MEDICAL INC/DE                      DE       2.02,9.01            07/18/13

IMMUCELL CORP /DE/                      DE       8.01,9.01            07/18/13

INDUSTRIAL SERVICES OF AMERICA INC /F   FL       5.03,5.07,9.01       07/16/13

INSIGNIA SYSTEMS INC/MN                 MN       5.02,8.01,9.01       07/17/13

INSTEEL INDUSTRIES INC                  NC       2.02,9.01            07/18/13

INTEL CORP                              DE       2.02                 07/17/13

INTERNATIONAL BUSINESS MACHINES CORP    NY       2.02                 07/17/13

INTERNATIONAL ISOTOPES INC              TX       5.07                 07/16/13

International Safety Group, Inc.        NV       5.02                 07/16/13

INTUITIVE SURGICAL INC                  DE       2.02,9.01            07/18/13

INVESTORS REAL ESTATE TRUST             ND       8.01,9.01            07/18/13

JAKKS PACIFIC INC                       DE       2.02,9.01            07/17/13

JAKKS PACIFIC INC                       DE       8.01,9.01            07/17/13

Janus Resources, Inc.                   NV       1.01,2.01,9.01       07/12/13

JAVELIN MORTGAGE INVESTMENT CORP.       MD       7.01,9.01            07/17/13

JOHNSON CONTROLS INC                    WI       2.02,7.01,9.01       07/18/13

Kallo Inc.                              NV       3.02                 07/18/13

KAPSTONE PAPER & PACKAGING CORP         DE       1.01,2.01,		 07/18/13

KEYCORP /NEW/                           OH       2.02,9.01            07/18/13

LACLEDE GROUP INC                       MO       8.01,9.01            07/17/13

LIQUIDMETAL TECHNOLOGIES INC            DE       3.02,8.01            07/18/13

LSB INDUSTRIES INC                      DE       7.01,9.01            07/18/13

MAGNACHIP SEMICONDUCTOR Corp            DE       1.01,1.02,2.03,9.01  07/18/13

MAGNEGAS CORP                           DE       3.01,9.01            07/15/13

MARKETAXESS HOLDINGS INC                         5.02,9.01            07/17/13

MARRIOTT VACATIONS WORLDWIDE Corp       DE       2.02,9.01            07/18/13

MB FINANCIAL INC /MD                             1.01,5.03,9.01       07/14/13

MENS WEARHOUSE INC                      TX       1.01,8.01,9.01       07/17/13

MERCER INTERNATIONAL INC.               WA       8.01,9.01            07/17/13

MERRIMACK PHARMACEUTICALS INC           DE       1.01,2.03,8.01,9.01  07/17/13

MESA ROYALTY TRUST/TX                   TX       2.02,9.01            07/18/13

MGM Resorts International               DE       5.02,9.01            07/12/13

MICHAEL BAKER CORP                      PA       5.02,9.01            07/15/13

MICROFINANCIAL INC                      MA       2.02,9.01            07/17/13

MICROSOFT CORP                          WA       2.02,9.01            07/18/13

ML BlueTrend FuturesAccess LLC          DE       3.02                 07/15/13

MOBIVITY HOLDINGS CORP.                 NV       5.02                 07/15/13

MORGAN STANLEY                          DE       2.02,9.01            07/18/13

MPG Office Trust, Inc.                           7.01,9.01            07/18/13

MPHASE TECHNOLOGIES INC                 NJ       3.02,9.01            07/18/13

MVC CAPITAL, INC.                       DE       8.01,9.01            07/18/13

MYERS INDUSTRIES INC                    OH       2.02,7.01,8.01,9.01  07/18/13

NANOVIRICIDES, INC.                     NV       7.01                 07/18/13

NATIONAL BANKSHARES INC                 VA       2.02,9.01            07/18/13

Neohydro Technologies Corp.             NV       5.03                 07/17/13

NETLIST INC                             DE       1.01,2.03,3.02,	 07/17/13

NETSCOUT SYSTEMS INC                    DE       2.02,9.01            07/18/13

NEW JERSEY RESOURCES CORP               NJ       7.01,9.01            07/18/13

NEWMARKET CORP                          VA       8.01,9.01            07/18/13

NORDSON CORP                            OH       1.01,9.01            07/16/13

NORTHERN OIL & GAS, INC.                         2.02,9.01            07/18/13

NUCOR CORP                              DE       2.02,9.01            07/18/13

NUVILEX, INC.                           NV       1.01,2.01,5.02,9.01  07/17/13

NuZee, Inc.                                      3.02                 07/12/13

NYXIO TECHNOLOGIES Corp                 NV       1.01,9.01            07/16/13

Oak Valley Bancorp                      CA       8.01,9.01            07/18/13

OMNICOM GROUP INC.                      NY       2.02,9.01            07/18/13

Omthera Pharmaceuticals, Inc.           DE       1.02,2.01,3.01,	 07/18/13

OphthaliX, Inc.                                  5.03,5.07,9.01       07/18/13

ORBITAL SCIENCES CORP /DE/              DE       2.02,9.01            07/17/13

Orgenesis Inc.                          NV       1.01,3.02,5.02       07/17/13

OVERSTOCK.COM, INC                      DE       2.02,9.01            07/18/13

OXIGENE INC                             DE       8.01,9.01            07/18/13

PACIFIC BIOSCIENCES OF CALIFORNIA, IN   DE       5.02,7.01,9.01       07/17/13

Park Place Energy Corp.                 NV       1.01,3.02,9.01       07/12/13

PETMED EXPRESS INC                      FL       8.01,9.01            07/15/13

PetroHunter Energy Corp                 MD       1.01,9.01            07/17/13

PFSWEB INC                              DE       3.03,5.03,5.07,	 07/16/13

PHAZAR CORP                             DE       5.07,8.01,9.01       07/16/13

Philip Morris International Inc.        VA       2.02,9.01            07/18/13

PINNACLE ENTERTAINMENT INC.             DE       1.01,9.01            07/12/13

PIONEER NATURAL RESOURCES CO            DE       2.02,7.01            07/18/13

Pioneer Southwest Energy Partners L.P   DE       2.02,7.01            07/18/13

Poage Bankshares, Inc.                  MD       8.01                 07/16/13

POOL CORP                               DE       2.02,7.01,9.01       07/18/13

POPULAR INC                                      2.02,9.01            07/18/13

POPULAR INC                                      7.01,9.01            07/18/13

Post Holdings, Inc.                     MO       2.03,9.01            07/18/13

PPG INDUSTRIES INC                      PA       2.02,2.05,9.01       07/17/13

PPL Corp                                         7.01                 07/01/13

PREMIERE GLOBAL SERVICES, INC.          GA       2.02,9.01            07/18/13

PRINCIPAL FINANCIAL GROUP INC           DE       7.01                 07/18/13

PRIVATEBANCORP, INC                     DE       2.02,9.01            07/18/13

PROGRESS SOFTWARE CORP /MA              MA       2.01,9.01            07/16/13

Public Storage                          MD       1.01,9.01            07/17/13

QUEST DIAGNOSTICS INC                   DE       8.01,9.01            07/18/13

QUEST DIAGNOSTICS INC                   DE       2.02,9.01            07/18/13

Rainbow Coral Corp.                     FL       4.01,9.01            06/28/13

RAMBUS INC                              DE       2.02,9.01            07/18/13

REINSURANCE GROUP OF AMERICA INC        MO       2.02,9.01            07/18/13

REPUBLIC BANCORP INC /KY/               KY       2.02,9.01            07/18/13

REPUBLIC FIRST BANCORP INC              PA       4.01                 07/18/13

RICHFIELD OIL & GAS Co                  NV       8.01,9.01            07/18/13

RLI CORP                                IL       2.02,9.01            07/17/13

RMG Networks Holding Corp               DE       1.01,5.03,5.07,	 07/12/13

SAFEWAY INC                             DE       2.02,9.01            07/18/13

SANDY SPRING BANCORP INC                MD       2.02,9.01            07/18/13

SCHOLASTIC CORP                         DE       2.02,9.01            07/18/13

SEACOAST BANKING CORP OF FLORIDA        FL       5.07                 05/23/13    AMEND

SEI INVESTMENTS CO                      PA       2.02,9.01            07/18/13

SELECT COMFORT CORP                     MN       7.01,9.01            07/17/13
SERVICE CORPORATION INTERNATIONAL       TX       8.01,9.01            07/17/13

Seven Arts Entertainment Inc.           NV       5.02,7.01,9.01       07/12/13

SHERWIN WILLIAMS CO                     OH       2.02,8.01,9.01       07/18/13

SHFL entertainment Inc.                 MN       1.01,9.01            07/14/13

SIGNATURE GROUP HOLDINGS, INC.          NV       5.02,5.07,8.01,9.01  07/16/13

Silver Bay Realty Trust Corp.           MD       5.02,7.01,9.01       07/17/13

SIMMONS FIRST NATIONAL CORP             AR       2.02,9.01            06/30/13

SKYWORKS SOLUTIONS, INC.                DE       2.02,9.01            07/18/13

SKYWORKS SOLUTIONS, INC.                DE       8.01                 07/16/13

SNAP-ON Inc                             DE       2.02,9.01            07/18/13

SOLAZYME INC                            DE       1.02                 07/18/13

SONIC CORP                              DE       8.01,9.01            07/18/13

SONOCO PRODUCTS CO                      SC       2.02,9.01            07/18/13

STEELCASE INC                           MI       5.07                 07/17/13

Stevia Agritech Corp.                            8.01,9.01            07/18/13

STEWARDSHIP FINANCIAL CORP              NJ       8.01,9.01            07/17/13

STEWART ENTERPRISES INC                 LA       8.01,9.01            07/17/13

STRATS SM TRUST FOR Goldman Sachs Cap            8.01,9.01            07/15/13

STRATS SM TRUST FOR GOLDMAN SACHS GRO            8.01,9.01            07/15/13

STRATS SM TRUST FOR JPMORGAN CHASE &             8.01,9.01            07/15/13

STRATS SM TRUST FOR WAL-MART STORES,             8.01,9.01            07/15/13

STRATS(SM) TRUST FOR DOMINION RESOURC            8.01,9.01            07/15/13

STRATS(SM) TRUST FOR GEN ELEC CAP COR            8.01,9.01            07/15/13

STRATS(SM) Trust For Goldman Sachs Ca            8.01,9.01            07/15/13

STRYKER CORP                            MI       2.02,9.01            07/18/13

SUPERVALU INC                           DE       5.02,5.07,9.01       07/16/13

SUPERVALU INC                           DE       2.02,9.01            07/18/13

SYNOVUS FINANCIAL CORP                  GA       2.02,7.01,9.01       07/18/13

SYNTEL INC                              MI       2.02,9.01            07/18/13

TAIWAN FUND INC                         DE       7.01,9.01            06/30/13

Targa Resources Corp.                   DE       5.02,9.01            07/15/13

Targa Resources Partners LP             DE       5.02,9.01            07/15/13

TAYLOR CAPITAL GROUP INC                DE       1.01,9.01            07/14/13

TECKMINE INDUSTRIES INC.                NV       5.03,9.01            07/15/13

TESORO LOGISTICS LP                     DE       7.01,9.01            07/18/13

TG THERAPEUTICS, INC.                   DE       9.01                 07/18/13

THERMOGENESIS CORP                      DE       8.01,9.01            07/18/13

Transcept Pharmaceuticals Inc           DE       5.02                 07/18/13

TransMontaigne Partners L.P.            DE       2.02,7.01,9.01       07/18/13

TransUnion Holding Company, Inc.        DE       7.01,9.01            07/18/13

TRAVELZOO INC                           DE       2.02,9.01            07/18/13

TRI COUNTY FINANCIAL CORP /MD/          MD       2.02,9.01            07/17/13

TRUE RELIGION APPAREL INC               DE       8.01                 07/17/13

Ultra Sun Corp                          UT       1.01,2.01,3.02,	 07/12/13

ULTRATECH INC                           DE       2.02,9.01            07/18/13

ULTRATECH INC                           DE       5.07                 07/16/13

Umami Sustainable Seafood Inc.          NV       1.01,2.03,9.01       06/17/13

UMAX GROUP CORP                         NV       5.02,8.01            07/15/13

UNI CORE HOLDINGS CORP                  WY       2.01,9.01            07/17/13

UNION PACIFIC CORP                      UT       2.02,9.01            07/18/13

UNITED BANCORP INC /MI/                 MI       8.01,9.01            07/18/13

UNITED SECURITY BANCSHARES              CA       2.02,9.01            07/18/13

UNITEDHEALTH GROUP INC                  MN       2.02,9.01            07/18/13

UniTek Global Services, Inc.            DE       1.01,9.01            07/17/13

UNIVERSAL INSURANCE HOLDINGS, INC.      DE       1.01,9.01            07/12/13

URANIUM RESOURCES INC /DE/              DE       1.01,1.02,8.01,9.01  07/11/13

VALMONT INDUSTRIES INC                  DE       2.02,9.01            07/17/13

VECTREN CORP                            IN       5.02,9.01            07/15/13

VERIZON COMMUNICATIONS INC              DE       2.02,9.01            07/18/13

VOC Energy Trust                                 2.02,9.01            07/18/13

WATSCO INC                              FL       2.02,7.01,9.01       07/18/13

WESTERN ALLIANCE BANCORPORATION         NV       2.02,9.01            07/18/13

WESTWOOD HOLDINGS GROUP INC             DE       2.02,7.01,9.01       07/18/13

WNC HOUSING TAX CREDIT FUND V LP SERI   CA       2.02,9.01            07/18/13

WYNN RESORTS LTD                                 7.01,9.01            07/18/13


Modified: 07/24/2013