SEC NEWS DIGEST Issue 2003-30 February 13, 2003 RULES AND RELATED MATTERS CUSTODY OF INVESTMENT COMPANY ASSETS WITH U.S. SECURITIES DEPOSITORIES The Commission adopted amendments to Rule 17f-4 under the Investment Company Act of 1940, the rule that governs the use of U.S. securities depositories by registered investment companies. The rule amendments are designed to update and simplify the rule in response to changes in custody law and practice that have occurred since the rule was adopted in 1978. The amendments eliminate unnecessary restrictions in the rule on investment companies and investment company boards, expand the functions that a securities depository can perform, and expand the types of investment companies that can rely on the rule. The amendments will be effective on March 28, 2003. (Rel. IC-25934) ENFORCEMENT PROCEEDINGS COMMISSION SANCTIONS NICHOLAS HOWARD The Commission has suspended Nicholas P. Howard from association with any broker and dealer for a period of three months, fined him $50,000, and ordered him to cease and desist from further antifraud violations. Howard was formerly a senior vice president of James Capel, Inc., a registered broker-dealer. His suspension is effective February 24. The Commission found that Howard aided and abetted his firm's fraudulent closing of a part-or-none offering and its failure to disclose to investors in a second offering of the same security that the required minimum for the first offering could not be sold to investors. Howard also aided and abetted his firm's violation of the Investment Company Act when, although the firm was investment adviser to a registered investment company, it sold securities to that company as principal. The Commission rejected Howard's defense that he was unfamiliar with the pertinent provisions of the securities laws and reasonably relied on others to ensure compliance with those laws. The Commission stated that, "as a securities professional, Howard had an ongoing obligation to familiarize himself with pertinent legal requirements in order to protect investors from illegality. Securities professionals are part of a highly regulated industry and, as such, are required to know the law that is applicable to their conduct within that industry." (Rel. 34- 47357; File No. 3-8873) COMMISSION ISSUES NOTICE OF PROPOSED PLAN FOR DISTRIBUTION OF DISGORGEMENT IN MUNICIPAL SECURITIES CASE AND ANNOUNCES PROCEDURES FOR COMMENT ON THE PLAN The Commission announced that on Feb. 13, in an administrative proceeding entitled In the Matter of First Fidelity Securities Group, it published a Notice of Proposed Plan of Disgorgement Distribution and Opportunity for Comment (Proposed Plan) in the SEC News Digest, the SEC Docket and on the SEC Internet Website. The Proposed Plan provides for distribution of $1,793,309.43 (Disgorgement Fund) that First Fidelity Securities Group (First Fidelity) paid in disgorgement to the Commission to settle securities fraud charges. Under the Proposed Plan, the municipal securities issuers that were defrauded when First Fidelity paid undisclosed kickbacks to secure underwriting business would receive payment from the Disgorgement Fund. The Order provides that any person wishing to comment on the Proposed Plan must do so in writing by March 17, 2003. (Rel. 34-47362; File No. 3-8917) SEC CHARGES AUTOFUND SERVICING, INC. AND JAMES HAGGARD, JR. WITH ISSUING FALSE PRESS RELEASES On Feb. 11, the Commission filed a settled civil action against Autofund Servicing, Inc. (Autofund) and its president, James D. Haggard, Jr., alleging that Autofund issued materially misleading press releases concerning its purported acquisition of a multi-million dollar loan portfolio, its receipt of approval of a $2 million loan, and its 2001 revenues. The complaint alleges that Autofund never acquired the portfolio, that it never obtained approval of the loan, and that its 2001 revenues actually decreased approximately 11% in comparison to 2000 rather than increased 24% as claimed. Until ceasing business operations in June 2002, Autofund, based in San Antonio, was engaged in the business of collecting charged-off automobile loans. Autofund's stock was quoted on the OTC Bulletin Board under the symbol AFSR. Without admitting or denying the allegations in the Commission's complaint, Autofund and Haggard have consented to the entry of an injunction for violations of the antifraud provisions of the federal securities laws, specifically Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5 thereunder. In addition, Haggard has consented to pay a $25,000 civil penalty and to be barred from serving as an officer or director of any SEC reporting company for a period of five years. The settlement terms are subject to court approval. [SEC v. Autofund Servicing, Inc. and James D. Haggard, Jr., Civil Action. No SA 03-CA-121 (FB) WDTX, San Antonio Division] (LR-17982) SEC CHARGES FORMER PEOPLESOFT SALES DIRECTOR, FRIEND WITH INSIDER TRADING The Commission today charged a former PeopleSoft, Inc., sales director and his friend with using inside information to buy PeopleSoft securities hours before the company announced its quarterly results, allowing them to net nearly $220,000 in illegal trading profits. Named in the Commission's complaint were Kenneth W. Mellert of Naperville, Illinois, at the time a Regional Sales Director in PeopleSoft's Chicago- area office, and Roman D. Mayer of Atlanta, Georgia. Simultaneous with the filing of the Commission's complaint, and without admitting or denying the allegations, Mayer consented to a court order enjoining him from future violations of the securities laws and ordering him to pay disgorgement and penalties. The Commission's litigation against Mellert is ongoing. The complaint alleges that on April 1, 2002, Mellert learned that PeopleSoft, a San Francisco Bay Area software company, would be preannouncing an earnings shortfall at the end of the day. According to the complaint, Mellert called Mayer, and the two agreed that Mayer would purchase $16,000 in PeopleSoft put options - securities that would rise in value if the Company's stock price fell. Immediately after Mellert's phone call, Mayer called his broker and purchased the options. Following the close of the market on April 1, PeopleSoft issued a press release announcing that its revenue for the quarter would fall short of analyst expectations. The press release caused the company's stock price to plunge by 33% the next day. Several days later, Mayer sold the put options, netting a profit of $218,173. According to the Commission's complaint, Mayer kept sufficient funds to pay taxes on his trading proceeds, and split the remaining funds with Mellert, paying him approximately $59,000. The Commission's action charges Mellert and Mayer with violations of Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5 thereunder, and seeks injunctive relief, disgorgement, and civil monetary penalties. The Commission has accepted Mayer's offer of settlement in which he consents, without admitting or denying the allegations of the complaint, to an injunction against future violations of these provisions, and agrees to pay approximately $161,000 in disgorgement and prejudgment interest and approximately $109,000 in penalties. [SEC v. Kenneth W. Mellert and Roman D. Mayer, USDC, NDCA, Civil Action No. C03-0619 MHP] (LR-17983) INVESTMENT COMPANY ACT RELEASES TCW, ET AL. A notice has been issued giving interested persons until March 6, 2003, to request a hearing on an application filed by TCW Premier Funds (Trust) and TCW Investment Management Company (TCW) (collectively, Applicants). Applicants request an order under Section 6(c) of the Investment Company Act, as amended from Sections 9(a), 13(a), 15(a), and 15(b) of the Act and Rules 6e-2(b)(15) and 6e-3(T)(b)(15) thereunder to permit shares of the Trust and shares of any other existing or future investment company that is designed to fund insurance products and for which TCW, or any of its affiliates, may serve as investment manager, investment adviser, subadviser, administrator, manager, principal underwriter or sponsor (the Trust and such other investment companies being hereinafter referred to, collectively, as Insurance Trusts), or permit shares of any current or future series of any Insurance Trust (Insurance Fund), to be sold to and held by: (1) separate accounts funding variable annuity and variable life insurance contracts issued by both affiliated and unaffiliated life insurance companies; (2) qualified pension and retirement plans outside of the separate account context (Qualified Plans or Plans); (3) any investment manager to an Insurance Fund and affiliates thereof that is permitted to hold shares of an Insurance Fund consistent with the requirements of Treasury Regulation 1.817-5 (collectively, the Manager); and (4) any insurance company that is permitted to hold shares of an Insurance Fund consistent with the requirements of Treasury Regulation 1.817-5 (General Accounts). (Rel. IC-25930 - Feb. 10) VISION GROUP OF FUNDS, ET AL. A notice has been issued giving interested persons until March 10, 2003, to request a hearing on an application filed by Vision Group of Funds (the Trust) and Manufacturers and Traders Company (M&T Bank), on behalf of M&T Asset Management, a business unit of M&T Bank for an order under Section 6(c) of the Investment Company Act to permit shares of the Trust and any other investment company that is designed to fund insurance products and for which M&T Bank or any of its affiliates may serve in the future as investment adviser, manager, principal underwriter, sponsor, or administrator (Future Trusts) to be sold and held by: (a) separate accounts funding variable annuity and variable life insurance contracts issued by both affiliated and unaffiliated life insurance companies; (b) qualified pension and retirement plans outside of the separate account context; (c) separate accounts that are not registered as investment companies under the Act pursuant to exemptions from registration under Section 3(c) of the Act; (d) M&T Bank or certain related corporations; and (e) any other person permitted to hold shares of the Trust or Future Trusts pursuant to Treasury Regulation 1.817-5, including the general account of any life insurance company whose separate account holds, or will hold, shares of the Trust or Future Trusts or certain related corporations. (Rel. IC-25931 - Feb. 10) AMERICAN UNITED LIFE INSURANCE COMPANY, ET AL. An order has been issued pursuant to Section 6(c) of the Investment Company Act granting exemptive relief from the provisions of Sections 2(a)(32) and 27(i)(2)(A) of the Act and Rule 22c-1 thereunder to American United Life Insurance Company (AUL), AUL American Individual Variable Annuity Unit Trust, and OneAmerica Securities, Inc., to the extent necessary to permit AUL, under specified circumstances, to recapture part or all of a credit applied to premium payments made under contracts described in the Application (Contract(s)), in the following instances: (i) when a Contract owner exercises the Contract's free look provision; and (ii) when a Contract owner makes any withdrawal from a Contract within the first seven Contract years. The order extends to other variable annuity contracts that are substantially similar in all material respects to the Contracts, which AUL, its affiliates and successors in interest may issue in the future. (Rel. IC-25932 - Feb. 11) HOLDING COMPANY ACT RELEASES NORTHWESTERN CORPORATION A notice has been issued giving interested persons until March 4, 2003, to request a hearing on a request by NorthWestern Corporation (NorthWestern), a holding company and public-utility company within the meanings of Sections 2(a)(7) and 2(a)(5) of the Act, respectively, for exemption from registration under Section 3(a)(3) of the Act. (Rel. 35- 27648) SCANA CORPORATION An order has been issued authorizing a proposal by SCANA Corporation (SCANA), a registered holding company, SCANA's utility subsidiaries, and SCANA's nonutility subsidiaries, to enter into various financing transactions until April 15, 2006, issue common stock for compensation plans, pay dividends out of capital or unearned surplus by nonutility subsidiaries, continue certain development and administrative activities, continue certain intermediate subsidiaries, and continue certain internal organization of existing investments. (Rel. 35-27649) SELF-REGULATORY ORGANIZATIONS PROPOSED RULE CHANGE A proposed rule change has been filed by Nasdaq Liffe Markets (SR-NQLX- 2003-02) under Section 19(b)(7) of the Securities Exchange Act of 1934 relating to revised listing standards. Publication of the proposal is expected in the Federal Register during the week of Feb. 17. (Rel. 34- 47342) IMMEDIATE EFFECTIVENESS OF PROPOSED RULE CHANGES A proposed rule change (SR-NASD-2003-05) and Amendments Nos. 1 and 2 thereto, filed by the National Association of Securities Dealers, Inc., through its subsidiary, The Nasdaq Stock Market, Inc., amending NASD Rule 4701(o) 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 Feb. 17. (Rel. 34- 47344) A proposed rule change filed by the Pacific Exchange to Amend the Price Criteria for Securities that Underlie Options Traded on the Exchange (SR- PCX-2003-06) 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 Feb. 17. (Rel. 34- 47352) A proposed rule change and Amendments Nos. 1 and 2 thereto filed by One Chicago to amend its initial listing standards for single stock futures (SR-OC-2003-01) has become immediately effective under Section 19(b)(7) of the Securities Exchange Act of 1934. Publication of the proposal is expected in the Federal Register during the week of Feb. 17. (Rel. 34- 47356) APPROVAL OF PROPOSED RULE CHANGES The Commission approved a proposal by the American Stock Exchange (SR- Amex-2002-89) pursuant to Section 19(b)(2) of the Securities Exchange Act of 1934, to amend Commentary .02 to Amex Rule 126(g) relating to clean agency crosses. Publication of the proposal is expected in the Federal Register during the week of Feb. 17. (Rel. 34-47345) The Commission approved a proposed rule change and granted accelerated approval to Amendment No. 1 to the proposed rule change submitted under Rule 19b-4 by the Chicago Board Options Exchange (SR-CBOE-2002-26) to increase position and exercise limits for options on the DIAMONDS Trust. (Rel. 34-47346) The Commission approved a proposed rule change (SR-NASD-2002-60) submitted under Rule 19b-4 of the Securities Exchange Act of 1934 by the National Association of Securities Dealers relating to permanent approval of the Primex Auction Systemr, and granted accelerated approval of Amendment Nos. 1, 2 and 3 to such proposed rule change. Publication of the proposal is expected in the Federal Register during the week of Feb. 17. (Rel. 34-47351) The Commission granted approval to a proposed rule change filed by the New York Stock Exchange (SR-NYSE-2002-58) under Section 19(b)(1) of the Securities Exchange Act of 1934 to amend the exchange's automatic execution facility pilot (NYSE Direct +). (Rel. 34-47353) The Commission approved a proposed rule change (SR-NASD-2002-180), pursuant to Section 19(b)(2) of the Securities Exchange Act of 1934, regarding the prohibition against guarantees and sharing in customer accounts. Publication of the proposal is expected in the Federal Register during the week of Feb. 17. (Rel. 34-47354) ACCELERATED APPROVAL OF PROPOSED RULE CHANGE The Commission granted accelerated approval to a proposed rule change (SR-NASD-2003-16) filed by the National Association of Securities Dealers, through its subsidiary, The Nasdaq Stock Market, Inc., under Rule 19b-4 of the Exchange Act relating to the listing and trading of Dreyer's Grand Ice Cream Holdings, Inc. Callable Puttable Common Stock. Publication of the proposal is expected in the Federal Register during the week of Feb. 17. (Rel. 34-47350) WITHDRAWALS GRANTED An order has been issued granting the application of the Pacific Exchange to strike from listing and registration certain call and put options contracts issued by The Options Clearing Corporation respecting the underlying securities of XM Satellite Radio Holdings, Inc., effective Feb. 12. (Rel. 34-47358) An order has been issued granting the application of the Boston Stock Exchange to strike from listing and registration the Common Stock $.12 par value, of Coastal Caribbean Oils & Minerals, Ltd., effective at the opening of business on Feb. 13. (Rel. 34-47360) 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: . SB-2 COINLESS SYSTEMS INC, 8882223461 - 41,880,436 ($2,512,826.00) Equity, (File 333-103109 - Feb. 12) (BR. 05) SB-2 IDIAL NETWORKS INC, 16990 DALLAS PARKWAY SUITE 106, SUITE 106, DALLAS, TX, 75248, 9728181058 - 104,500,000 ($3,135,000.00) Equity, (File 333-103110 - Feb. 12) (BR. 37) SB-2 IVOICE COM INC /DE, 750 HIGHWAY 34, 210 SOUTH FOURTH AVE, MATAWAN, NJ, 07747, 7324417700 - 5,000,000,000 ($5,000,000.00) Equity, (File 333-103112 - Feb. 12) (BR. 03) S-8 PHARMACYCLICS INC, 995 EAST ARQUES AVE, SUNNYVALE, CA, 94085, 4087740330 - 523,477 ($1,698,682.86) Equity, (File 333-103113 - Feb. 12) (BR. 01) S-3 DOR BIOPHARMA INC, 28101 N. BALLARD DR. SUITE F, LAKE FOREST, IL, 60045, 847-573-8990 - 5,297,731 ($8,264,461.00) Equity, (File 333-103114 - Feb. 12) (BR. 01) S-3 OMNICARE INC, 100 E RIVERCENTER BLVD, STE 1600, COVINGTON, KY, 41101, 6063923300 - 850,000,000 ($850,000,000.00) Equity, (File 333-103115 - Feb. 12) (BR. 01) S-8 PENNSYLVANIA REAL ESTATE INVESTMENT TRUST, THE BELLEVUE, 200 S BROAD STREET, PHILADELPHIA, PA, 19102, 2155429250 - 181,675 ($4,666,322.00) Equity, (File 333-103116 - Feb. 12) (BR. 08) S-8 POWDER RIVER BASIN GAS CORP, P.O. BOX 7500, -, DALLAS, TX, 75209, 214-526-5678 - 5,200,000 ($234,000.00) Equity, (File 333-103117 - Feb. 12) (BR. 09) S-8 TORBAY HOLDINGS INC, MAISON SOUMAREZ, RT DE COBO, CASTEL, GUERNSEY UK, CASTEL GUERNSEY, GY5 7RZ, 01144148146044 - 3,000,000 ($180,000.00) Equity, (File 333-103118 - Feb. 12) (BR. 06) S-3 CAMDEN PROPERTY TRUST, THREE GREENWAY PLAZA, SUITE 1300, HOUSTON, TX, 77046, 7139643555 - 0 ($1,000,000,000.00) Other, (File 333-103119 - Feb. 12) (BR. 08) S-8 CHAMPIONLYTE PRODUCTS INC, 1356 NW 2ND AVE, SUITE A-28, BOCA RATON, FL, 33432, 5614176800 - 1,000,000 ($110,000.00) Equity, (File 333-103126 - Feb. 12) (BR. 04) S-8 NICHOLAS INVESTMENT CO INC, P O BOX 370420, SAN DIEGO, CA, 92137, 30,000,000 ($93,000.00) Equity, (File 333-103127 - Feb. 12) (BR. 08) S-8 GAP INC, TWO FOLSOM STREET, SAN FRANCISCO, CA, 94105, 4159524400 - 20,000,000 ($302,600,000.00) Equity, (File 333-103128 - Feb. 12) (BR. 02) S-8 AXONYX INC, 750 LEXINTTON AVE, STE 1400, NEW YORK, NY, 10022, 2126884770 - 0 ($671,250.00) Equity, (File 333-103129 - Feb. 12) (BR. 01) S-3 AXONYX INC, 750 LEXINTTON AVE, STE 1400, NEW YORK, NY, 10022, 2126884770 - 0 ($8,236,454.00) Equity, (File 333-103130 - Feb. 12) (BR. 01) S-8 CIRTRAN CORP, 4125 SOUTH 6000 WEST, WEST VALLEY CITY, UT, 84128, 8019635112 - 25,000,000 ($1,000,000.00) Equity, (File 333-103131 - Feb. 12) (BR. 36) S-8 ALPHA TECHNOLOGIES GROUP INC, 11990 SAN VICENTE BLVD, SUITE 350, LOS ANGELESENA, CA, 90049, 6267999171 - 325,000 ($308,750.00) Equity, (File 333-103132 - Feb. 12) (BR. 06) S-8 DYNAMIC I-T INC, 2504 ELEVENTH ST, SANTA MONICA, CA, 90405, 3103928179 - 1,500,000 ($60,000.00) Equity, (File 333-103133 - Feb. 12) (BR. 37) S-3 WINTRUST FINANCIAL CORP, 727 N BANK LANE, LAKE FOREST, IL, 60045, 8476154096 - 191,976 ($5,765,039.28) Equity, (File 333-103134 - Feb. 12) (BR. 07) S-1 NTL INC, 110 E 59TH ST, 26TH FLOOR, NEW YORK, NY, 10022, 2129068440 - 0 ($209,042,657.55) Equity, (File 333-103135 - Feb. 12) (BR. 37) S-8 WARWICK COMMUNITY BANCORP INC, 18 OAKLAND AVE, PO BOX 591, WARWICK, NY, 10990-0591, 9149862206 - 75,000 ($2,178,750.00) Equity, 0 ($275,000.00) Other, (File 333-103136 - Feb. 12) (BR. 07) S-8 TILDEN ASSOCIATES INC, 1325 FRANKLIN AVE, SUITE 165, GARDEN CITY, NY, 11530, 5163335000 - 400,000 ($32,000.00) Equity, (File 333-103137 - Feb. 12) (BR. 09) S-8 HF FINANCIAL CORP, 225 SOUTH MAIN AVE, SIOUX FALLS, SD, 57102, 6053337556 - 0 ($11,531,250.00) Equity, (File 333-103138 - Feb. 12) (BR. 07) S-3 LEXINGTON CORPORATE PROPERTIES TRUST, 355 LEXINGTON AVE, NEW YORK, NY, 10017, 2126927260 - 2,000,000 ($32,220,000.00) Equity, (File 333-103140 - Feb. 12) (BR. 08) S-8 SEAVIEW VIDEO TECHNOLOGY INC, 111 SECOND AVE NE, SUITE 1600, ST PETERSBURG, FL, 33701, 7278663660 - 13,000,000 ($650,000.00) Equity, (File 333-103141 - Feb. 12) (BR. 02) S-8 SCORES HOLDING CO INC, 150 EAST 58TH STREET, SUITE, NEW YORK, NY, 10022, 212-421-8480 - 160,000 ($113,600.00) Equity, (File 333-103142 - Feb. 12) (BR. 08) SB-2 DIGITAL DESCRIPTOR SYSTEMS INC, 2157520963 - 30,000,000 ($300,000.00) Equity, (File 333-103143 - Feb. 12) (BR. 03) S-8 MISSION BANCORP, 1330 TRUXTUN AVENUE, BAKERSFIELD, CA, 93301, 6618592500 - 157,500 ($2,539,687.50) Equity, (File 333-103144 - Feb. 12) (BR. 07) S-8 ROFIN SINAR TECHNOLOGIES INC, 45701 MAST ST, PLYMOUTH, MI, 48170, 7344555400 - 1,500,000 ($12,118,860.00) Equity, (File 333-103145 - Feb. 12) (BR. 36) S-8 US WEST HOMES INC, 410 BROADWAY, 2ND FLOOR, LAGUNA BEACH, CA, 92651, 9493768575 - 253,780,000 ($3,851,000.00) Equity, (File 333-103146 - Feb. 12) (BR. 08) S-3 J C PENNEY CORP INC, 6501 LEGACY DR, PLANO, TX, 75024-3698, 9724311000 - 0 ($2,000,000,000.00) Non-Convertible Debt, (File 333-103147 - Feb. 12) (BR. 02) S-1 DEL GLOBAL TECHNOLOGIES CORP, 1 COMMERCE PARK, VALHALLA, NY, 10595, 9146863600 - 1,000,000 ($2,000,000.00) Equity, (File 333-103148 - Feb. 12) (BR. 36) S-4 PLAINS EXPLORATION & PRODUCTION CO, 500 DALLAS STREET, SUITE 700, HOUSTON, TX, 77002, 7137396740 - 15,977,234 ($143,419,176.00) Equity, (File 333-103149 - Feb. 12) (BR. 04) S-8 VIRAGE LOGIC CORP, 47100 BAYSIDE PARKWAY, FREMONT, CA, 94538, 5103608000 - 156,961 ($857,007.06) Equity, (File 333-103151 - Feb. 12) (BR. 36) S-8 SHILOH INDUSTRIES INC, SUITE 202, 103 FOULD ROAD, WILMINGTON, DE, 19803, 3029980592 - 1,250,000 ($2,375,000.00) Equity, (File 333-103152 - Feb. 12) (BR. 06) S-1 SEDONA CORP, 455 SOUTH GULPH ROAD, KING OF PRUSSIA, PA, 19406, 6104953003 - 32,353,624 ($3,882,432.90) Equity, (File 333-103153 - Feb. 12) (BR. 03) S-8 MDC HOLDINGS INC, 3600 S YOSEMITE ST STE 900, DENVER, CO, 80237, 3037731100 - 0 ($46,165,961.00) Equity, (File 333-103154 - Feb. 12) (BR. 06) S-3 UNIVERSAL CORP /VA/, 1501 NORTH HAMILTON STREET, PO BOX 25099, RICHMOND, VA, 23230, 8043599311 - 400,000,000 ($400,000,000.00) Non-Convertible Debt, (File 333-103155 - Feb. 12) (BR. 04) S-1 WHITNEY INFORMATION NETWORK INC, 4818 CONRONADO PARKWAY, CAPE CORAL, FL, 33904, 9415428999 - 2,530,000 ($19,044,000.00) Equity, (File 333-103156 - Feb. 12) (BR. 37) S-1 COMMUNICATION INTELLIGENCE CORP, 275 SHORELINE DR 6TH FL, STE 520, REDWOOD SHORES, CA, 94065, 6508027888 - 0 ($8,672,871.00) Equity, (File 333-103157 - Feb. 12) (BR. 03) S-8 SHARPS COMPLIANCE CORP, 9050 KIRBY DRIVE, STE 350, HOUSTON, TX, 77054, 713-432-0300 - 0 ($1,200,000.00) Equity, (File 333-103158 - Feb. 12) (BR. 36) 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. 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 DATE COMMENT ------------------------------------------------------------------------------------ ABERCROMBIE & FITCH CO /DE/ DE X X 01/30/03 ABN AMRO MORTGAGE CORP MUL CL MORT PA DE X 01/29/03 ADOLOR CORP X 02/06/03 ALABAMA POWER CO AL X X 02/05/03 ALKERMES INC PA X X 02/07/03 AMEND ALLIANCE RESOURCE PARTNERS LP DE X X 02/10/03 AMERICAN BIO MEDICA CORP NY X X 02/05/03 AMERICAN EAGLE OUTFITTERS INC DE X X 02/10/03 AMERICAN VANGUARD CORP DE X X 02/07/03 AMERIQUEST MORTGAGE SEC INC ASSET BAC DE X X 02/11/03 ANC RENTAL CORP DE X X 02/12/03 ANTARES PHARMA INC MN X X 02/07/03 APARTMENT INVESTMENT & MANAGEMENT CO MD X X 02/11/03 APPLEBEES INTERNATIONAL INC DE X 02/12/03 APPLEBEES INTERNATIONAL INC DE X X 02/12/03 ARADIGM CORP CA X X 02/10/03 ARRIS GROUP INC DE X X 11/21/02 ATA HOLDINGS CORP IN X X 02/12/03 AUTO GRAPHICS INC CA X X 02/12/03 BALLY TOTAL FITNESS HOLDING CORP DE X X 02/12/03 BASIC ENERGY INC UT X 02/10/03 BOMBAY COMPANY INC DE X 02/12/03 BRIDGE BANCORP INC NY X 02/10/03 BURLINGTON INDUSTRIES INC /DE/ DE X X 02/11/03 CABOT INDUSTRIAL PROPERTIES LP DE X X 02/11/03 CAPITAL AUTOMOTIVE REIT MD X 03/26/99 AMEND CELL PATHWAYS INC /DE X X 02/07/03 CHAMPION ENTERPRISES INC MI X 02/12/03 CHURCHILL DOWNS INC KY X 12/31/02 CITA BIOMEDICAL INC CO X X 02/12/03 CLAYTON HOMES INC DE X 02/12/03 CNB FINANCIAL CORP/PA PA X X 02/11/03 CORNICHE GROUP INC /DE DE X X 02/06/03 CORRECTIONS CORP OF AMERICA MD X X 02/12/03 CSK AUTO CORP DE X X 02/11/03 CWABS INC ASSET BACKED CERTIFICATES S DE X 01/28/03 D & K HEALTHCARE RESOURCES INC DE X X 02/12/03 DEERE JOHN CAPITAL CORP DE X X 01/31/03 DEUTSCHE MORTGAGE SECURITIES INC X X 02/12/03 DISCOVER CARD MASTER TRUST I DE X X 02/12/03 DISCOVER CARD MASTER TRUST I DE X X 02/12/03 DYNACORE PATENT LITIGATION TRUST X 02/11/03 EDGEWATER TECHNOLOGY INC/DE/ DE X 02/12/03 EL PASO CORP/DE DE X 02/12/03 ENSTAR INCOME GROWTH PROGRAM FIVE-A L GA X X 02/03/03 ENSTAR INCOME GROWTH PROGRAM FIVE-B L GA X X 02/03/03 ENVIRO ENERGY CORP DE X 12/18/02 AMEND EQUITY ONE INC MD X 02/11/03 ETHAN ALLEN INTERIORS INC DE X 02/12/03 EUPA INTERNATIONAL CORP /NV/ NV X X 07/31/02 AMEND EXPRESSJET HOLDINGS INC DE X X 02/12/03 FARMER MAC MORTGAGE SECURITIES CORP DE X 02/25/03 FARMER MAC MORTGAGE SECURITIES CORP DE X 02/18/03 FARMER MAC MORTGAGE SECURITIES CORP DE X 02/25/03 FARMER MAC MORTGAGE SECURITIES CORP DE X 02/25/03 FEDERAL REALTY INVESTMENT TRUST MD X 12/31/02 FIDELITY BANCORP INC /DE/ DE X 02/12/03 FINET COM INC DE X 02/11/03 FIRST AMERICAN CORP CA X X 12/31/02 FIRST NILES FINANCIAL INC DE X X 02/10/03 FLORIDA EAST COAST INDUSTRIES INC FL X 02/12/03 FLORIDA POWER CORP / FL X 02/07/03 FRESENIUS MEDICAL CARE HOLDINGS INC / NY X X 02/12/03 GARMIN LTD X 02/12/03 GENEVA STEEL HOLDINGS CORP X 12/20/02 GLOBAL PRECISION MEDICAL INC A1 X 02/12/03 GREAT AMERICAN BANCORP INC DE X X 02/11/03 GS MORTGAGE SECURITIES CORP DE X X 02/11/03 GSI COMMERCE INC DE X X 02/12/03 GUITAR CENTER INC DE X X 02/12/03 HANOVER COMPRESSOR CO / DE X 02/12/03 HASTINGS MANUFACTURING CO MI X X 02/12/03 HCA INC/TN DE X X 02/05/03 HIGHWAY ONE OWEB INC UT X X X X 02/07/03 HINES HORTICULTURE INC DE X X 02/07/03 HOUSTON AMERICAN ENERGY CORP DE X X 01/29/03 HUGHES ELECTRONICS CORP DE X X 02/10/03 I TRAX INC DE X X 02/06/03 ICU MEDICAL INC/DE DE X X 10/31/02 AMEND IMMUNOGEN INC MA X X 02/12/03 IMPATH INC DE X X 02/10/03 IMPAX LABORATORIES INC DE X 02/12/03 IMPROVENET INC DE X X X 12/23/02 AMEND INDUSTRIES INTERNATIONAL INC NV X X X 02/10/03 INSTINET GROUP INC DE X X 02/11/03 INSTINET GROUP INC DE X X 02/10/03 INSWEB CORP DE X X 02/10/03 INTERPUBLIC GROUP OF COMPANIES INC DE X X 02/12/03 AMEND INTERSTATE BAKERIES CORP/DE/ DE X 02/11/03 INTERSTATE HOTELS & RESORTS INC DE X X 02/11/03 IVILLAGE INC DE X X 02/12/03 JAMESON INNS INC GA X X 02/12/03 JARDINE FLEMING CHINA REGION FUND INC MD X 02/12/03 JARDINE FLEMING INDIA FUND INC MD X 02/07/03 KBF POLLUTION MANAGEMENT INC NY X 02/11/03 AMEND KERR MCGEE CORP /DE DE X X 02/11/03 L & L FINANCIAL HOLDINGS INC NV X 02/11/03 AMEND LAKES ENTERTAINMENT INC MN X X 02/11/03 LASALLE HOTEL PROPERTIES MD X 02/11/03 LASER MORTGAGE MANAGEMENT INC DE X X 02/12/03 LCA VISION INC DE X X 02/11/03 LEVI STRAUSS & CO DE X 02/12/03 LEXINGTON PRECISION CORP DE X X 02/12/03 LIMITED BRANDS INC DE X X 02/12/03 LOUDEYE CORP DE X 02/03/03 LUMENIS LTD X X 02/06/03 MARKLAND TECHNOLOGIES INC FL X X X 01/14/03 AMEND MATRIX SERVICE CO DE X X 02/10/03 MBNA CORP MD X 02/12/03 MCDERMOTT INTERNATIONAL INC R1 X 02/11/03 MERISTAR HOSPITALITY CORP MD X X 02/12/03 MERISTAR HOSPITALITY OPERATING PARTNE DE X X 02/12/03 METLIFE INC DE X X 02/10/03 AMEND MICHIGAN CONSOLIDATED GAS CO /MI/ MI X 02/11/03 MIRANT AMERICAS GENERATING LLC DE X X 02/10/03 MIRANT CORP DE X X 02/10/03 MORTGAGE ASSET SECURITIZATION TRANSAC DE X X 02/11/03 NATIONAL OILWELL INC DE X X 02/12/03 NCO GROUP INC PA X X 02/11/03 NEW SOUTH MOTOR VEHICLE TRUST 2002-A DE X X X 01/30/03 NEW WORLD PASTA CO DE X X 02/11/03 NEWHALL LAND & FARMING CO /CA/ CA X X 02/12/03 NORFOLK SOUTHERN CORP VA X 02/12/03 NOVUS LABORATORIES INC DE X X 02/12/03 PENN TREATY AMERICAN CORP PA X 02/12/03 PHAR MOR INC PA X 02/12/03 PHH CORP MD X 02/12/03 PHILADELPHIA CONSOLIDATED HOLDING COR PA X X 02/13/03 PHONE1GLOBALWIDE INC DE X 02/10/03 PIF/CORNERSTONE MINISTRIES INVESTMENT GA X 02/10/03 PLAYBOY ENTERPRISES INC DE X X 12/23/02 PNM RESOURCES NM X 02/12/03 POLYCOM INC DE X X 01/28/03 PREMIER CLASSIC ART INC DE X X 11/06/02 AMEND PROGRESS ENERGY INC NC X 02/07/03 PROTECTION ONE INC DE X X 02/11/03 QT 5 INC DE X X 02/07/03 RADIAN GROUP INC DE X X 02/11/03 REALCO INC /NM/ NM X X 12/20/02 REDCELL POWER CORP DE X X X 12/17/02 RELIABILITY INC TX X 02/11/03 RENAISSANCE HOME EQUITY LOAN TR ASSE DE X 02/10/03 RESIDENTIAL ACCREDIT LOANS INC DE X X 02/13/03 RESIDENTIAL ASSET SECURITIES CORP DE X X 02/13/03 RESIDENTIAL FUNDING MORTGAGE SECURITI DE X X 02/13/03 RESIDENTIAL FUNDING MORTGAGE SECURITI DE X X 02/13/03 REZCONNECT TECHNOLOGIES INC NY X 02/12/03 RICA FOODS INC NV X X 01/23/03 AMEND RIVIERA HOLDINGS CORP NV X X 02/11/03 ROYAL WATERLILY INC X X 03/31/03 SALIX PHARMACEUTICALS LTD X X 02/11/03 SCHOOL SPECIALTY INC WI X X 02/11/03 SHIRE PHARMACEUTICALS GROUP PLC X X 02/12/03 SIENA HOLDINGS INC DE X X 02/11/03 SIENA HOLDINGS INC DE X X 02/11/03 SIERRA PACIFIC RESOURCES /NV/ NV X X 02/11/03 SOLA INTERNATIONAL INC DE X X 02/12/03 SONIC SOLUTIONS/CA/ CA X 12/27/02 AMEND SPARTAN STORES INC MI X X 02/12/03 STERIS CORP OH X 02/12/03 STRATEGIC CAPITAL RESOURCES INC DE X X 02/12/03 SUPERIORCLEAN INC X 02/07/03 SYCAMORE NETWORKS INC DE X X 02/11/03 TIMKEN CO OH X X 02/11/03 TOYOTA MOTOR CREDIT CORP CA X X 12/31/02 TREZAC CORP TX X 08/09/02 AMEND TRIAD AUTOMOBILE RECEIVABLES TRUST 20 DE X X 02/12/03 UNITED DOMINION REALTY TRUST INC VA X X 02/11/03 UNITED FIDELITY AUTO RECEIVABLES TRUS DE X X 01/15/03 UNITEDHEALTH GROUP INC MN X X 02/12/03 UNITIL CORP NH X 12/31/02 UNIVERSAL BEVERAGES HOLDINGS CORP FL X 02/05/03 US AIRWAYS GROUP INC DE X X 02/12/03 US DATAWORKS INC NV X 04/02/01 AMEND US INDUSTRIES INC /DE DE X X 02/11/03 USA INTERACTIVE DE X 02/12/03 USA INTERACTIVE DE X X 02/12/03 VIROLOGIC INC DE X X 02/04/03 VISTEON CORP DE X X 02/12/03 WACHOVIA ASSET SECURITIZATION INC NC X X 02/12/03 WELLS FARGO ASSET SECURITIES CORP DE X X 02/12/03 WILLIS GROUP HOLDINGS LTD D0 X X 02/12/03 YUM BRANDS INC NC X X 02/10/03 Z TEL TECHNOLOGIES INC DE X 02/11/03