SEC NEWS DIGEST Issue 2004-24 February 5, 2004 COMMISSION ANNOUNCEMENTS COMMISSION MEETINGS Following is a schedule of Commission meetings, which will be conducted under provisions of the Government in the Sunshine Act. Meetings will be scheduled according to the requirements of agenda items under consideration. Open meetings will be held in the Commission Meeting Room, Room 1C30, at the Commission's headquarters building, 450 Fifth Street, N.W., Washington, D.C. Visitors are welcome at all open meetings, insofar as space is available. Persons wishing to photograph or videotape Commission meetings must obtain permission in advance from the Secretary of the Commission. Persons wishing to tape record a Commission meeting should notify the Secretary's office 48 hours in advance of the meeting. Any member of the public who requires auxiliary aids such as a sign language interpreter or material on tape to attend a public meeting should contact Rochelle Franks, Office of Administrative and Personnel Management, to make arrangements. Ms. Franks can be reached at TTY number (202) 942-9558. If you are calling from a non-TTY number, please call the Relay Service at 1-800-877-8339. OPEN MEETING - WEDNESDAY, FEBRUARY 11, 2004 - 10:00 A.M. The subject matter of the open meeting scheduled for Wednesday, February 11, will be: 1. The Commission will consider a recommendation to propose for public comment an amendment to Rule12b-1 under the Investment Company Act of 1940. The recommended proposal would prohibit investment companies from paying for the distribution of their shares with their brokerage commissions. The Commission will also consider whether to ask for comment about the need for additional changes to Rule 12b-1. For further information, please contact Hester Peirce at (202) 942- 0690. 2. The Commission will consider whether to adopt amendments to Forms N- 1A, N-2, N-3, and N-CSR, Articles 6 and 12 of Regulation S-X, and Rules 30a-2, 30a-3, and 30d-1 under the Investment Company Act of 1940, as well as new Rule 30b1-5 under the Investment Company Act of 1940 and new Form N-Q under the Investment Company Act of 1940 and the Securities Exchange Act of 1934. The amendments would (1) require a registered open-end management investment company to disclose in its reports to shareholders fund expenses borne by shareholders during the reporting period; (2) require a registered management investment company to file and certify a schedule of its complete portfolio holdings with the Commission on a quarterly basis; (3) permit a registered management investment company to include a summary portfolio schedule in reports to shareholders and exempt money market funds from including a portfolio schedule in reports to shareholders, provided that the complete portfolio schedule is filed with the Commission and available to shareholders upon request; (4) require a registered management investment company to include a tabular or graphic presentation of a fund's portfolio holdings in its reports to shareholders; and (5) require a registered open-end management investment company to include Management's Discussion of Fund Performance in its annual report to shareholders. For further information, please contact Christopher Kaiser at (202) 942-0724. 3. The Commission will consider whether to propose amendments to Schedule 14A under the Securities Exchange Act of 1934, and to Forms N-1A, N-2, and N-3 under the Securities Act of 1933 and the Investment Company Act of 1940. The proposals would require a registered management investment company to provide disclosure in its reports to shareholders regarding the basis for the board of directors' approval of an investment advisory contract. They would also enhance existing disclosure requirements in the registration statements of registered management investment companies and in proxy statements regarding the basis for the board's approval of, or recommendation that shareholders approve, an investment advisory contract. For further information, please contact Deborah D. Skeens at (202) 942-0562. CLOSED MEETING - WEDNESDAY, FEBRUARY 11, 2004 - 12:30 P.M. The subject matter of the closed meeting scheduled for Wednesday, February 11, will be: Post-argument discussion. CLOSED MEETING - THURSDAY, FEBRUARY 12, 2004 - 10:00 A.M. The subject matter of the closed meeting scheduled for Thursday, February 12, will be: Formal orders of investigation; Institution and settlement of administrative proceedings of an enforcement nature; Institution and settlement of injunctive actions; Regulatory matters involving a financial institution; and Adjudicatory matter. 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) 942-7070. SEC AND FDA TAKE STEPS TO ENHANCE INTER-AGENCY COOPERATION The Commission announced today that members of its senior staff and senior personnel of the Food and Drug Administration (FDA) are continuing and enhancing their cooperative efforts in support of the Commission's activities. An exchange of letters memorializes the initiatives to be taken by the FDA to support the Commission in carrying out its mission to protect investors and maintain the integrity of the nation's securities markets. The FDA generally assists the Commission by: (1) providing technical assistance, when appropriate, to the Division of Corporation Finance in its review of Commission filings, and (2) providing documents and information to the Division of Enforcement. These forms of assistance to the staff will continue, but with certain enhancements. Among the initiatives described in the letters exchanged by the SEC and FDA staff are: * A centralized procedure adopted by the FDA for referring to the SEC staff possible instances of securities laws violations by public companies regulated by the FDA. * Identification of contacts in each of the FDA's main organizational components (known as Centers) to serve as points of contact for the SEC and its staff to use in requesting information from FDA. These individuals would be responsible for assuring that such requests are handled promptly and thoroughly. * The continued sharing of non-public information by the FDA with the SEC, consistent with FDA's current practice, and a commitment to endeavor to take steps to further expedite this process. Stephen M. Cutler, Director of the Commission's Division of Enforcement, and a signatory of the SEC's letter, said, "The Commission staff appreciates FDA's strong interest in coordinating our agencies' activities in a cooperative manner. When companies misrepresent the status of the FDA's review of their products, investors can be harmed. We are eager to continue working with the FDA to aggressively address such situations and to enhance our already-productive relationship." (Press Rel. 2004-13) ENFORCEMENT PROCEEDINGS COMMISSION SANCTIONS JAMES MCCURDY, CPA, FOR IMPROPER PROFESSIONAL CONDUCT The Commission has found that James Thomas McCurdy, CPA, of McCurdy & Associates CPAs, Inc., engaged in improper professional conduct within the meaning of Rule 102(e)(1)(ii) of the Commission's Rules of Practice in connection with his audit of the financial statements of JWB Aggressive Growth Fund (Fund), a registered investment company, for the year ending Dec. 31, 1998. The Fund's financial statements listed as an asset a receivable due from the Fund's investment adviser (who was also the Funds' president and one of its trustees) in an amount that constituted nearly 25% of the Fund's total assets. Pursuant to generally accepted accounting principles (GAAP), the Receivable could only be included as an asset if it was probably collectible. The Commission concluded that McCurdy correctly determined that, because the Receivable was material and resulted from a related party transaction, additional audit procedures were necessary in evaluating whether the Receivable was probably collectible. However, the Commission concluded that McCurdy failed to obtain sufficient competent evidence regarding the collectibility of the Receivable; failed to maintain an attitude of professional skepticism; failed to render an accurate audit report, in that he certified that the financial statements were prepared in accordance with GAAP when they were not; and failed to exercise due professional care. The Commission found that McCurdy's failure to obtain more information about the collectibility of the Receivable was an extreme departure from the standard of ordinary care for auditors, and was therefore reckless within the meaning of Rule 102(e)(1)(iv)(A). The Commission also determined that McCurdy's conduct was an single instance of highly unreasonable conduct in circumstances in which McCurdy knew, or should have known, that heightened scrutiny was warranted, and therefore constituted improper professional conduct within the meaning of Rule 102(e)(1)(iv)(B)(1). The Commission determined that an appropriate sanction for McCurdy's improper professional conduct is to deny him the privilege or appearing or practicing before the Commission for one year. Chairman Donaldson and Commission Atkins concurred in the finding that McCurdy engaged in improper professional conduct within the meaning of Rule 102(e)(1)(iv)(B)(1) and in all of the remainder of the opinion with the exception of the finding that McCurdy was reckless within the meaning of Rule 102(e)(1)(iv)(A). (Rel. 34-49182; File No. 3-10509) IN THE MATTER OF RICHARD ROSS, CPA On February 4, the Commission issued an Order Instituting Administrative Proceedings Pursuant to Rule 102(e)(3) of the Commission's Rules of Practice, Making Findings, and Imposing Remedial Sanctions against Richard R. Ross, CPA. Without admitting or denying the findings, Ross consented to the issuance of the Order, which suspends him from appearing or practicing before the Commission as an accountant. The Order was based upon the entry of a final judgment by consent against Ross in a civil action entitled SEC v. Sam Leopold, et al., Civil Action Number 1:03-cv-02491-RMU, in the U.S. District Court for the District of Columbia. The final judgment permanently enjoined Ross from violating Section 17(a) of the Securities Act of 1933 and Sections 10(b) and 13(b)(5) of the Securities Exchange Act of 1934 (Exchange Act) and Rules 10b-5, 13b2-1 and 13b2-2 thereunder and from aiding and abetting violations of Sections 13(a), 13(b)(2)(A) and 13(b)(2)(B) of the Exchange Act and Rules 12b-20, 13a-1 and 13a-13 thereunder. The Court further ordered Ross to disgorge $100,000, based on his receipt of two bonuses and his exercise of certain stock options during the period of the violations, and ordered that he be permanently barred from acting as an officer or director of a public company. In the civil action, the Commission alleged that Ross, while acting as the chief financial officer of Styling Technology Corporation, engaged in accounting practices that did not conform to generally accepted accounting principles and that materially inflated the company's earnings as reported in the financial statements accompanying its annual reports for fiscal years 1997 and 1998 and its reports for the first two quarters of 1999. In settling the action, Ross neither admitted nor denied the allegations in the Commission's complaint. This civil action remains pending as to four other individual defendants. For additional information see Litigation Release No. 18485 (Dec. 3, 2003) and Litigation Release No. 49102 (Jan. 20, 2004). (Rels. 33-8361; 34-49186; AAE Rel. 1950; File No. 3-11392) SEC SETTLES WITH DEFENDANT IN ZNETIX CASE On Dec. 11, 2003, the Commission entered into a settlement with relief defendant Kimberly Alexander, the sister of Kevin Lawrence, former CEO of Znetix, Inc., and Health Maintenance Centers, Inc. (HMC). As alleged in the Commission's complaint filed in federal court in Seattle, Washington, on Jan. 23, 2002, Znetix, HMC and a related company raised more than $91 million from more than 5,000 investors nationwide with false promises of an imminent, lucrative initial public offering of Znetix. Alexander, 40, of Poulsbo, Washington, was not charged with substantive violations of the federal securities laws. She was ordered to turn over all ill-gotten gains she obtained from the stock offerings to the Court- appointed receiver. Previously, on Feb. 15, 2002, the Court appointed a permanent receiver over Znetix, HMC, and related entities. Alexander then violated that court order by refusing to turn over to the Court-appointed receiver a $57,000 Dodge Ram Truck. The Commission subsequently filed a contempt action against her and on July 9, 2002, the court held Alexander in contempt. On July 10, 2002, Alexander turned over the Dodge Ram Truck. The Commission's case is pending against the remaining defendants, Kevin L. Lawrence, Donovan C. Claflin, and Clifford G. Baird. On July 31, 2002, a federal grand jury in Seattle returned a 64 count Indictment, charging Lawrence with securities fraud, wire fraud, mail fraud, money laundering, and conspiracy to commit those offenses. Lawrence was arrested on Aug. 1, 2002, and was ordered detained pending trial. On July 28, 2003, Lawrence pled guilty in federal court in Tacoma, Washington to several criminal charges and was subsequently sentenced to a 20-year prison term. Claflin has pled guilty to securities fraud and conspiracy and Baird to conspiracy. Both are obligated to cooperate with the government. On Dec. 9, 2003, the U.S. Attorney for the Western District of Washington announced that Alex Lacson pled guilty to felony obstruction of the Commission's investigation regarding the activities of individuals associated with Znetix and HMC. The maximum sentence for the offense of obstructing the Commission's investigation is five years imprisonment, a fine of $250,000, and supervised release following imprisonment of three years. Lacson also agreed as part of the plea agreement to pay restitution in the amount of $90,000. Lacson will be sentenced on March 12, 2004. [SEC Health Maintenance Centers, Inc., Znetix, Inc., Cascade Pointe of Arizona, LLC, Cascade Pointe of Nevis, LLC, Kevin L. Lawrence, Donovan C. Claflin, Clifford G. Baird, Bainbridge Human Performance Centers, PLLC, Kimberly Alexander, Bonnie M. Couch, Stacy Gray and Vicki L. Lawrence, Civil Action No. C 02-0153 P (W.D. Wash.)] (LR-18563) SEC CHARGES FORMER EMPLOYEE-BENEFITS CONSULTANT WITH INSIDER TRADING IN SETTLED FEDERAL COURT ACTION On February 4, the Commission filed an action in U.S. District Court in New York charging Kenneth S. Martin, aged 40, with insider trading. According to the Commission's complaint, Martin engaged in two episodes of insider trading, the first in 1999, and the second in October 2003. First, in March 1999, Martin bought 1,000 shares of BankBoston prior to an announcement on March 14, 1999, that it would be acquired by Fleet Financial. His imputed profits from the purchase were about $3,000. Second, in October 2003, Martin learned confidential information that Bank of America and FleetBoston Corp. were having discussions concerning a major transaction, and bought 6,000 shares of FleetBoston stock, for a total of about $200,000. Following the announcement of the merger, on Oct. 27, 2003, Martin's investment rose in value by about $44,000. Martin has consented to the entry of an order permanently enjoining him from violating the anti-fraud provision, and ordering $47,266 in disgorgement, $1,227 in prejudgment interest; a civil money penalty equal to his trading profits in the amount of $47,266. [SEC v. Kenneth S. Martin, USDC, SDNY, 04 Civ. Action No. 04 Civ. 00938 (MBM)] (LR- 18564) INVESTMENT COMPANY ACT RELEASES FFTW FUNDS, INC., ET AL. A notice has been issued giving interested persons until March 1, 2004, to request a hearing on an application filed by FFTW Funds, Inc., et al. for an order under the Investment Company Act that would permit funds of funds relying on Section 12(d)(1)(G) of the Act to invest in securities and other financial instruments. (Rel. IC-26346 - February 4) HOLDING COMPANY ACT RELEASES KEYSPAN CORPORATION A supplemental order has been issued authorizing KeySpan Corporation (KeySpan), a registered holding company under the Act, and KeySpan Insurance Company, a KeySpan subsidiary and a captive insurance company, to expand the activities of the insurance company. (Rel. 35-27795) ALLEGHENY ENERGY INC., ET AL. A supplemental order has been issued releasing jurisdiction over the authority for Allegheny Energy Inc., a registered holding company, and Allegheny Energy Supply Company LLC, a registered holding company and public-utility company subsidiary of Allegheny, to issue up to $1.6 billion in short- and long-term debt securities and $350 million in common stock. (Rel. 35-27796) ALLEGHENY ENERGY INC., ET AL. A supplemental order has been issued releasing jurisdiction over the authority for Allegheny Energy Inc., a registered holding company, and Allegheny Energy Supply Company LLC (AE Supply), a registered holding company and public-utility company subsidiary of Allegheny, to issue up to $328 million in guarantees and authorizing certain AE Supply subsidiaries to make dividend payments to AE Supply out of paid-in capital up to the full amount of the proceeds of certain asset sales. (Rel. 35-27797) SELF-REGULATORY ORGANIZATIONS ACCELERATED APPROVAL OF PROPOSED RULE CHANGES The Commission granted accelerated approval to a proposed rule change (SR-Amex-2003-99) submitted by the American Stock Exchange relating to Trust Certificates Linked to a Basket of Investment Grade Fixed Income Securities. Publication of the proposal is expected in the Federal Register during the week of February 2. (Rel. 34-49136) The Commission granted accelerated approval to a proposed rule change (SR-CBOE-2004-06) submitted by the Chicago Board Options Exchange relating to the extension of a Linkage fee pilot program. Publication of the proposal is expected in the Federal Register during the week of February 9. (Rel. 34-49172) The Commission granted accelerated approval to the proposed rule change (SR-Phlx-2004-10) filed by the Philadelphia Stock Exchange relating to a pilot program to deploy the Exchange's Floor Broker Management System. (Rel. 34-49178) APPROVAL OF PROPOSED RULE CHANGES The Commission approved a proposed rule change submitted by the National Association of Securities Dealers, through its subsidiary, the Nasdaq Stock Market, Inc. (SR-NASD-2003-178) to modify certain listing fees for foreign issuers and to make a technical change to the rule pertaining to record-keeping fees for issuers listed on the Nasdaq SmallCap Market. Publication of the proposal is expected in the Federal Register during the week of February 9. (Rel. 34-49169) The Commission approved a proposed rule change (SR-PCX-2003-59) and Amendment No. 1 thereto submitted by the Pacific Exchange, through its wholly-owned subsidiary, PCX Equities, Inc., amending its rules governing Market Maker obligations on the Archipelago Exchange. Publication of the proposal is expected in the Federal Register during the week of February 9. (Rel. 34-49176) The Commission approved proposed rule change (SR-NYSE-2002-32) and Amendment Nos. 1, 2, 3 and 4 thereto submitted by the New York Stock Exchange to incorporate interpretive material into several NYSE Rules. (Rel. 34-49183) The Commission approved a proposed rule change and Amendment No. 1 thereto submitted by the Chicago Board Options Exchange to amend provisions of CBOE's Constitution and rules pertaining to the governance of the Exchange (SR-CBOE-2003-55). (Rel. 34-49184) IMMEDIATE EFFECTIVENESS OF PROPOSED RULE CHANGES A proposed rule change (SR-PHLX-2004-05) filed by the Philadelphia Stock Exchange relating to the payment for order flow fees for the top 120 equity options, has become immediately effective under Section 19(b)(3)(A) of the Securities Exchange Act of 1934. Publication of the proposal is expected in the Federal Register during the week of February 9. (Rel. 34-49170) A proposed rule change filed by the Philadelphia Stock Exchange relating to the extension of its pilot program to implement its existing fee schedule for Electronic Communications Networks (SR-Phlx-2004-07) has become immediately effective under Section 19(b)(3)(A) of the Securities Exchange Act of 1934. Publication of the proposal is expected in the Federal Register during the week of February 9. (Rel. 34-49173) A proposed rule change (SR-BSE-2004-02) filed by the Boston Stock Exchange relating to complex orders has become effective under Section 19(b)(3)(A) of the Securities Exchange Act of 1934. Publication of the proposal is expected in the Federal Register during the week of February 9. (Rel. 34-49180) The Philadelphia Stock Exchange filed a proposed rule change (SR-Phlx- 2004-06) relating to member organizations' security requirements. The proposal has become effective upon filing under Section 19(b)(3)(A) of the Securities Exchange Act of 1934. Publication of the proposal is expected in the Federal Register during the week of February 9. (Rel. 34-49181) 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 obtained in person or by writing to the Commission's Public Reference Branch at 450 Fifth Street, N.W., Washington, D.C. 20549 or at the following e-mail box address: . In most cases, this information is also available on the Commission's website: . S-3 SUPERGEN INC, 4140 DUBLIN BLVD, SUITE 200, DUBLIN, CA, 94568, 9255600100 - 0 ($121,543,500.00) Equity, (File 333-112466 - Feb. 4) (BR. 01) S-4 NTS REALTY HOLDINGS LP, 0 ($114,245,360.00) Other, (File 333-112467 - Feb. 4) (BR. 08) S-3 APOGENT TECHNOLOGIES INC, 411 E WISCONSIN AVE 24TH FLR, MILWAUKEE, WI, 53202, 4142746600 - 0 ($345,000,000.00) Debt Convertible into Equity, (File 333-112468 - Feb. 4) (BR. 36) S-3 MID AMERICA APARTMENT COMMUNITIES INC, 6584 POPLAR AVE, STE 340, MEMPHIS, TN, 38138, 9016826600 - 0 ($200,000,000.00) Unallocated (Universal) Shelf, (File 333-112469 - Feb. 4) (BR. 08) S-8 HUNGARIAN TELEPHONE & CABLE CORP, 1201 THIRD AVENUE, SUITE 3400, SEATTLE, WA, 98101, 206-654-0204 - 25,000 ($256,000.00) Other, (File 333-112471 - Feb. 4) (BR. 37) S-3 PARLUX FRAGRANCES INC, 3725 S W 30TH AVE, FT LAUDERDALE, FL, 33312, 9543169008 - 1,306,000 ($8,253,270.00) Equity, (File 333-112472 - Feb. 4) (BR. 02) S-8 ARS NETWORKS INC, 100 WALNUT STREET, CHAMPLAIN, NY, 12919, 5182982042 - 200,000,000 ($1,300,000.00) Equity, (File 333-112473 - Feb. 4) (BR. 05) S-8 ORDERPRO LOGISTICS INC, 7400 N ORACLE ROAD #372, TUCSON, AZ, 85704, 13,000,000 ($2,210,000.00) Other, (File 333-112474 - Feb. 4) (BR. 03) S-8 GENESIS BIOVENTURES INC, 1A - 3033 KING GEORGE HIGHWAY, SURREY, BRITISH COLUMBIA CAN, A1, V4P 1B8, 6045420820 - 7,000 ($70.00) Other, (File 333-112475 - Feb. 4) (BR. 01) S-8 XTREME COMPANIES INC, 9116 COVERED WAGON DRIVE, LAS VEGAS, NV, 89117, 7027322253 - 200,000 ($45,000.00) Equity, (File 333-112476 - Feb. 4) (BR. 09) S-8 SENTICARE INC, 21 BLACKHEATH ROAD, LIDO BEACH, NY, 11561, 6784580982 - 5,000,000 ($450,000.00) Equity, (File 333-112478 - Feb. 4) (BR. 09) S-8 UNITED COMPANIES CORP, 50,000,000 ($1,000,000.00) Equity, (File 333-112479 - Feb. 4) (BR. 02) S-4 TRIAD HOSPITALS INC, 13455 NOEL RD SUITE 2000, DALLAS, TX, 75240, 9727892732 - 0 ($600,000,000.00) Non-Convertible Debt, (File 333-112481 - Feb. 4) (BR. 01) S-8 HANSEN NATURAL CORP, 909-739-6200 - 2,000,000 ($17,560,000.00) Equity, (File 333-112482 - Feb. 4) (BR. 02) S-8 MICROS SYSTEMS INC, 7031 COLUMBIA GATEWAY DRIVE, COLUMBIA, MD, 21046-2289, 4432856000 - 0 ($25,705,830.00) Equity, (File 333-112483 - Feb. 4) (BR. 03) F-3 GOLD FIELDS LTD, 0 ($650,000,000.00) Other, (File 333-112484 - Feb. 4) (BR. 04) S-4 BERKSHIRE HATHAWAY INC, 1440 KIEWIT PLZ, OMAHA, NE, 68131, 4023461400 - 500,000,000 ($500,000,000.00) Non-Convertible Debt, (File 333-112486 - Feb. 4) (BR. 01) S-3 ROXIO INC, 461 S MILPITAS BLVD, MILPITAS, CA, 95035, 4089572553 - 5,852,941 ($25,987,058.00) Equity, (File 333-112487 - Feb. 4) (BR. 03) S-3 BANCFIRST CORP /OK/, 101 N BROADWAY STE 200, OKLAHOMA CITY, OK, 73102-8401, 4052701000 - 0 ($26,000,000.00) Equity, (File 333-112488 - Feb. 4) (BR. 07) S-3 AXONYX INC, 2126884770 - 12,641,740 ($71,387,230.00) Equity, (File 333-112489 - Feb. 4) (BR. 01) S-8 ACCREDITED HOME LENDERS HOLDING CO, 0 ($37,057,192.30) Equity, (File 333-112490 - Feb. 4) (BR. 07) S-1 PNY TECHNOLOGIES INC, 299 WEBRO ROAD, PARSIPPANY, NJ, 07054, 9735605596 - 0 ($100,000,000.00) Equity, (File 333-112492 - Feb. 4) (BR. 03) RECENT 8K FILINGS Form 8-K is used by companies to file current reports on the following events: Item 1. Changes in Control of Registrant. Item 2. Acquisition or Disposition of Assets. Item 3. Bankruptcy or Receivership. Item 4. Changes in Registrant's Certifying Accountant. Item 5. Other Materially Important Events. Item 6. Resignations of Registrant's Directors. Item 7. Financial Statements and Exhibits. Item 8. Change in Fiscal Year. Item 9. Regulation FD Disclosure. Item 10. Amendments to the Registrant's Code of Ethics, or Waiver of a Provision of the Code of Ethics. Item 11. Temporary Suspension of Trading Under Registrant's Employee Benefit Plans. Item 12. Results of Operations and Financial Condition. The following companies have filed 8-K reports for the date indicated and/or amendments to 8-K reports previously filed, responding to the item(s) of the form specified. 8-K reports may be obtained in person or by writing to the Commission's Public Reference Branch at 450 Fifth Street, N.W., Washington, D.C. 20549 or at the following e-mail box address: . In most cases, this information is also available on the Commission's website: . STATE 8K ITEM NO. NAME OF ISSUER CODE 1 2 3 4 5 6 7 8 9 10 11 12 13 DATE COMMENT ------------------------------------------------------------------------------------------------ AAMES FINANCIAL CORP/DE DE X 02/02/04 AAMES FINANCIAL CORP/DE DE X X 02/02/04 ABRAXAS PETROLEUM CORP NV X 01/28/04 ACCREDO HEALTH INC DE X 02/02/04 ACTION PERFORMANCE COMPANIES INC AZ X X 02/02/04 ADAPTEC INC DE X X 01/26/04 AFLAC INC GA X X 02/02/04 AGILYSYS INC OH X X 02/02/04 AGILYSYS INC OH X X 02/02/04 AIRGATE PCS INC /DE/ DE X X 02/02/04 AKAMAI TECHNOLOGIES INC DE X X 01/29/04 ALCAN INC A6 X X 12/15/03 ALFACELL CORP DE X 01/29/04 ALICO INC FL X 01/30/04 ALLEGIANCE TELECOM INC DE X X 01/30/04 ALLMERICA FINANCIAL CORP DE X 02/02/04 AMEND ALTIRIS INC DE X X 02/02/04 AMERICAN BILTRITE INC DE X X 01/29/04 AMERICAN COMMUNITY BANCSHARES INC NC X X X 01/27/04 AMERICAN EXPRESS CO NY X 01/29/04 AMERICAN FINANCIAL GROUP INC OH X X 01/28/04 AMEND AMERICAN LAWYER MEDIA HOLDINGS INC DE X X 02/02/04 AMERICAN LAWYER MEDIA INC DE X X 02/02/04 AMERICAN MEDICAL SECURITY GROUP INC WI X X 12/31/03 AMERISTAR CASINOS INC NV X X X 02/02/04 AML COMMUNICATIONS INC DE X 02/02/04 AMPLIDYNE INC DE X X X 01/28/04 APOGEE ENTERPRISES INC MN X 02/02/04 AQUENTIUM INC DE X X 01/06/04 ARIBA INC DE X X 01/23/04 ARRAY BIOPHARMA INC DE X 02/02/04 ARTHROCARE CORP DE X X 01/29/04 ARTHROCARE CORP DE X X 01/29/04 ASPECT COMMUNICATIONS CORP CA X X 01/30/04 ASTROPOWER INC DE X X 02/01/04 ASTROPOWER INC DE X 01/29/04 AMEND ATA HOLDINGS CORP IN X X 02/02/04 ATARI INC DE X 02/02/04 ATLAS AIR INC DE X X X 01/30/04 ATLAS AIR WORLDWIDE HOLDINGS INC DE X X X 01/30/04 AVALON DIGITAL MARKETING SYSTEMS INC NV X X 02/02/04 AVANEX CORP DE X 02/02/04 AVAYA INC DE X X 01/30/04 B2B INTERNET HOLDRSSM TRUST NY X X 12/31/03 BALDOR ELECTRIC CO MO X 01/29/04 BAM ENTERTAINMENT INC X X 01/29/04 BANC OF AMERICA MORT SEC ALTERNATIVE DE X X 09/25/03 BANCAFFILIATED INC X X 01/30/04 BANK OF NEW ENGLAND CORP MA X 12/31/03 BAR HARBOR BANKSHARES ME X 02/02/04 BEVERLY ENTERPRISES INC DE X 01/30/04 BEVERLY NATIONAL CORP MA X 02/02/04 BIOTECH HOLDRS TRUST X X 12/31/03 BOE FINANCIAL SERVICES OF VIRGINIA IN VA X 02/02/04 BOEING CAPITAL CORP DE X X X 02/02/04 BOSTON SCIENTIFIC CORP DE X 02/02/04 BRADLEY PHARMACEUTICALS INC DE X X 01/31/04 BROADBAND HOLDRS TRUST X 12/31/03 CANADIAN DERIVATIVES CLEARING CORP A6 X 01/31/04 CAROLINA BANK HOLDINGS INC NC X 02/02/04 CASS INFORMATION SYSTEMS INC MO X X 01/29/04 CELLWAY VENTURES INC NV X X 02/02/04 CENTER FINANCIAL CORP CA X X 01/22/04 CENTRAL PARKING CORP TN X X 01/28/04 CFS BANCORP INC DE X X 01/29/04 CHARTER COMMUNICATIONS INC /MO/ DE X 01/30/04 CHIQUITA BRANDS INTERNATIONAL INC NJ X 02/02/04 CITIGROUP MORTGAGE LOAN TRUST INC X 02/02/04 CLEVELAND CLIFFS INC OH X X 01/30/04 COACHMEN INDUSTRIES INC IN X X X 02/02/04 COAST CASINOS INC NV X 02/02/04 COAST HOTELS & CASINOS INC NV X 02/02/04 COMPREHENSIVE CARE CORP DE X X 02/02/04 COMPUMED INC DE X 12/22/03 COMPUTER TASK GROUP INC NY X 02/02/04 CONCENTRA OPERATING CORP NV X 02/02/04 CONTINENTAL AIRLINES INC /DE/ DE X X 02/02/04 CORAUTUS GENETICS INC DE X X 02/02/04 CORUS BANKSHARES INC MN X X 02/02/04 COX TECHNOLOGIES INC NC X X 01/29/04 CRAWFORD & CO GA X X 02/02/04 CREDIT SUISSE FIRST BOSTON MORTGAGE S DE X 02/01/04 CROMPTON CORP DE X X 02/02/04 CRYO CELL INTERNATIONAL INC DE X X 01/29/04 CSFB MORTGAGE BACKED PASS THR CERTS S DE X 02/02/04 CYANOTECH CORP NV X 02/02/04 CYCO NET INC NV X X 12/31/03 AMEND DEL MONTE FOODS CO DE X X 02/02/04 DEX MEDIA EAST LLC DE X X 01/30/04 DIGITAL DATA NETWORKS INC WA X X 01/30/04 DISCOVER CARD MASTER TRUST I DE X 02/01/04 DREW INDUSTRIES INCORPORATED DE X X 02/02/04 ECHOSTAR COMMUNICATIONS CORP NV X 02/01/04 ECHOSTAR DBS CORP CO X 02/01/04 EGAMES INC PA X X 02/02/04 EL PASO CGP CO DE X X 02/02/04 EL PASO CORP/DE DE X X 02/02/04 EL PASO PRODUCTION HOLDING CO DE X X 02/02/04 ELECTRONICS BOUTIQUE HOLDINGS CORP DE X X 01/30/04 EMBARCADERO TECHNOLOGIES INC X 02/02/04 EMPIRE RESORTS INC DE X X 02/02/04 ENCORE WIRE CORP /DE/ DE X X X 02/02/04 ENTERGY CORP /DE/ DE X X X 02/02/04 EPICUS COMMUNICATIONS GROUP INC FL X 01/21/04 AMEND ERXSYS INC NV X 01/27/04 ESPEY MFG & ELECTRONICS CORP NY X X 01/29/04 EUROPE 2001 HOLDRS TRUST NY X 12/31/03 EVEREST RE GROUP LTD C8 X 12/31/03 EXCHANGE BANCSHARES INC OH X X 01/05/04 FAIRPOINT COMMUNICATIONS INC DE X 01/30/04 FIRST ALBANY COMPANIES INC NY X 12/31/03 FIRST FINANCIAL HOLDINGS INC /DE/ DE X 02/02/04 FIRST FINANCIAL HOLDINGS INC /DE/ DE X 02/02/04 FIRST NATIONAL CORP /VA/ VA X 01/27/04 FIRST NORTHERN COMMUNITY BANCORP CA X X 01/30/04 FOUR OAKS FINCORP INC NC X X 01/30/04 FRANKLIN ELECTRIC CO INC IN X X 01/30/04 FRANKLIN FINANCIAL CORP /TN/ TN X X 01/30/04 FREEMARKETS INC DE X 02/02/04 FTD INC DE X 01/30/04 FULLNET COMMUNICATIONS INC OK X X 01/30/04 GA FINANCIAL INC/PA DE X X 01/30/04 GANNETT CO INC /DE/ DE X 12/28/03 GARDEN FRESH RESTAURANT CORP /DE/ DE X X 01/30/04 GENELINK INC X X 01/27/04 GENERAL COMMUNICATION INC AK X X 02/02/04 GENOME THERAPEUTICS CORP MA X X 02/02/04 GEO SPECIALTY CHEMICALS INC OH X 02/02/04 GEOGLOBAL RESOURCES INC DE X 02/02/04 GOLDMAN SACHS ASSET BACKED SECURITIES X X 01/30/04 GREATER BAY BANCORP CA X X X 02/02/04 GREY WOLF INC TX X X 01/30/03 GREYHOUND LINES INC DE X X 01/31/04 GSI COMMERCE INC DE X 02/02/04 HAIGHTS CROSS COMMUNICATIONS INC DE X X 02/02/04 HALLIBURTON CO DE X 02/02/04 HARRELL HOSPITALITY GROUP INC DE X 01/30/04 HARTVILLE GROUP INC NV X X 01/28/04 HEALTH CARE REIT INC /DE/ DE X 02/02/04 HEALTHSOUTH CORP DE X X 02/02/04 HEALTHTRONICS SURGICAL SERVICES INC GA X 02/02/04 HOME EQUITY LOAN TRUST SERIES 2003-HE DE X X 05/15/03 AMEND HUGHES SUPPLY INC FL X X 01/30/04 HUMANA INC DE X 12/31/03 IASIS HEALTHCARE CORP DE X X X 01/31/04 ICU MEDICAL INC/DE DE X X 02/02/04 IMAGING DIAGNOSTIC SYSTEMS INC /FL/ FL X 01/29/04 IMCO RECYCLING INC DE X 02/02/04 IMH ASSETS CORP DE X X 01/29/04 INCYTE CORP DE X 02/02/04 INCYTE CORP DE X 02/02/04 INFORTE CORP DE X 01/29/04 INTERNATIONAL PAPER CO /NEW/ NY X X X 02/02/04 INTERNATIONAL WHITE TEA CO NV X X 01/21/04 INTERNET AMERICA INC TX X 01/30/04 INTERNET ARCHITECTURE HOLDRSSM TRUST NY X 12/31/03 INTERNET HOLDRS TRUST NY X 12/31/03 INTERNET INFRASTRUCTURE HOLDRSSM TRUS NY X X 12/31/03 IXYS CORP /DE/ DE X X 02/02/04 JEFFERSON BANCSHARES INC TN X X 01/30/04 JOURNAL REGISTER CO DE X X 01/29/04 K2 DIGITAL INC DE X 02/02/04 KERR MCGEE CORP /DE DE X X 01/30/04 KINETIC CONCEPTS INC /TX/ TX X 02/02/04 KLEVER MARKETING INC DE X 01/30/04 KNIGHT RIDDER INC FL X X 02/02/04 KRONOS INC MA X X 02/02/04 KSW INC NY X X 02/02/04 LAIDLAW INTERNATIONAL INC DE X X 01/31/04 LANCER CORP /TX/ TX X X 01/30/04 LAND O LAKES INC X X 02/02/04 LCA VISION INC DE X 02/02/04 LEESPORT FINANCIAL CORP PA X X 01/27/04 LEHMAN ABS CORP VERIZON NEW YORK DEBE DE X X 01/28/04 LEXINGTON CORPORATE PROPERTIES TRUST MD X X X X 01/29/04 LINCOLN INTERNATIONAL CORP KY X 01/30/04 LION INC/WA WA X X 02/02/04 LIONBRIDGE TECHNOLOGIES INC /DE/ DE X X 02/02/04 LIONS GATE INVESTMENT LTD NV X X 01/30/04 LSB FINANCIAL CORP IN X 01/29/04 MARCONI CORP PLC X0 X 02/02/04 MARCONI CORP PLC X0 X 02/02/04 MARKET 2000 PLUS HOLDRS SM TRUST NY X 12/31/03 MAX RE CAPITAL LTD X X X 01/30/04 MEDAMICUS INC MN X X 02/02/04 MEDAREX INC NJ X X 02/02/04 MEDISCIENCE TECHNOLOGY CORP NJ X 02/02/04 MERCANTILE BANKSHARES CORP MD X X 01/30/04 MERRILL LYNCH MORTGAGE INVESTORS INC DE X X 01/28/04 METROCORP BANCSHARES INC X X 02/02/04 MICRO THERAPEUTICS INC DE X X 01/30/04 MIKRON INFRARED INC NJ X X 01/30/04 MISSION WEST PROPERTIES INC CA X 12/31/03 MITEK SYSTEMS INC DE X X 02/02/04 MOOG INC NY X X 02/02/04 MORGAN STANLEY ABS CAPITAL I INC DE X X 01/30/04 MORGAN STANLEY ABS CAPITAL I INC DE X X 01/29/04 MORTGAGE ASSET SECURITIZATION TRANSAC DE X 02/02/04 MSB FINANCIAL INC MD X 01/20/04 MUTUALFIRST FINANCIAL INC MD X X 01/30/04 NATIONAL HEALTH INVESTORS INC MD X 01/30/04 NATIONAL MEDICAL HEALTH CARD SYSTEMS NY X 02/02/04 NATIONWIDE FINANCIAL SERVICES INC/ DE X X X 02/02/04 NATURAL ALTERNATIVES INTERNATIONAL IN DE X X 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02/02/04 STONE & WEBSTER INC DE X X 01/16/04 SURETY CAPITAL CORP /DE/ DE X 01/16/04 SURGICARE INC/DE DE X 01/29/04 SYNREAL SERVICES CORP NV X X 02/02/04 TAMBORIL CIGAR CO DE X X X 12/31/03 AMEND TARPON COAST BANCORP INC FL X 02/02/04 TASER INTERNATIONAL INC X X 02/02/04 TECHNOLOGY INVESTMENT CAPITAL CORP MD X 02/02/04 TECO ENERGY INC FL X 02/02/04 TELECOM HOLDRS TRUST NY X 12/31/03 TEMECULA VALLEY BANCORP INC DE X 01/30/04 TEMPLE INLAND INC DE X X 02/02/04 TEMPLE INLAND INC DE X X 02/02/04 TEXAS UNITED BANCSHARES INC TX X X 01/30/04 TIME WARNER TELECOM INC DE X X 02/02/04 TROPICAL SPORTSWEAR INTERNATIONAL COR FL X 02/02/04 TUGBOAT INTERNATIONAL INC X X X 12/11/03 AMEND TUT SYSTEMS INC DE X 02/02/04 UCLUELET EXPLORATION CORP NV X 01/30/04 ULTRALIFE BATTERIES INC DE X X 02/02/04 UNICOMP INC CO X X 01/30/04 UNIT CORP DE X X 01/30/04 UNITED FINANCIAL CORP \MN\ MN X X 01/27/04 UNITED STATES LIME & MINERALS INC TX X X 01/30/04 URANIUM STRATEGIES INC NV X 11/14/03 AMEND USF CORP DE X X 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