SEC NEWS DIGEST Issue 2004-30 February 13, 2004 ENFORCEMENT PROCEEDINGS COMMISSION CENSURES AND ORDERS H.D. VEST INVESTMENT SECURITIES, INC. TO CEASE AND DESIST FROM UNLAWFUL MUTUAL FUND SALES PRACTICES On February 12, the Commission issued an Order Instituting Administrative and Cease-and-Desist Proceedings Pursuant to Section 8A of the Securities Act of 1933 and Sections 15(b)(4) and 21C of the Securities Exchange Act of 1934, Making Findings, and Imposing Remedial Sanctions (Order) against H.D. Vest Investment Securities, Inc. (Vest) for firm-wide violations relating to its sales of Class A and Class B mutual fund shares. The Commission simultaneously accepted an offer of settlement from Vest in which it consents, without admitting or denying the Commission's findings, to an Order that it shall cease and desist from committing or causing any violations and any future violations of Section 17(a)(2) of the Securities Act of 1933 and Rule 10b-10 under the Securities Exchange Act of 1934. In the Order, the Commission finds that Vest failed to deliver mutual fund breakpoint discounts to certain customers on sales of Class A mutual fund shares. Breakpoint discounts are volume discounts applied to the front-end load charged to investors who purchase Class A mutual fund shares. The extent of the discount depends upon the amount the customer invested in a particular mutual fund family. According to data Vest submitted to NASD, Vest is estimated to have failed to give certain customers breakpoint discounts totaling approximately $725,216 during 2001 and 2002. The Order also finds that Vest failed to make adequate disclosure to customers in connection with its sales of large amounts ($100,000 or greater) of Class B mutual fund shares. In recommending that certain customers purchase these shares, Vest failed to adequately disclose that an equivalent investment in Class A shares could yield a higher return as a result of applicable breakpoint discounts and reduced ongoing expenses. Based on the foregoing conduct, the Order censures and requires Vest to pay a $725,216 civil penalty based on the estimated amount of breakpoint overcharges, and a $691,812 civil penalty based on its excess Class B share commissions. Vest has agreed to compensate the Class A share customers for the overcharges as part of a companion settlement with NASD, and to undertake other remedial measures. The Order also requires Vest to comply with certain undertakings, including: (1) providing heightened disclosures to its customers regarding the differences between share classes; (2) for those customers that bought Class B shares in amounts of $100,000 or more, offering to convert those customers' Class B shares to A shares; and (3) retaining an independent consultant to conduct a review of, and to provide recommendations concerning, Vest's Class B share policies and procedures. (Rels. 33- 8383; 34-49226; File No. 3-11413) FIFTEEN FIRMS TO PAY OVER $21.5 MILLION IN PENALTIES TO SETTLE SEC AND NASD BREAKPOINTS CHARGES Affected Mutual Fund Customers To Receive Refunds On February 12, SEC and NASD announced enforcement and disciplinary actions against a total of 15 firms for failure to deliver mutual fund breakpoint discounts during 2001 and 2002. Breakpoint discounts are volume discounts applicable to front-end sales charges on Class A mutual fund shares (front-end loads). SEC and NASD each brought cases against a group of 7 firms, and NASD separately brought actions against the other 8 firms. The 15 firms have agreed to compensate customers for the overcharges, pay fines in an amount equal to their projected overcharges that total over $21.5 million, and undertake other corrective measures. The SEC and NASD had previously determined that many investors were not receiving correct breakpoint discounts on their mutual fund purchases. NASD directed securities firms to conduct an assessment of their mutual fund transactions, using a statistically significant sample of the 2001 and 2002 transactions. The assessments showed that most firms did not uniformly deliver appropriate breakpoint discounts to customers. Overall, discounts were not delivered in about one of five eligible transactions (eligible transactions were certain automated purchase of Class A shares). The average amount of overcharge per transaction was $243, ranging up to $10,000. Based on the self-assessment, NASD estimated that at least $86 million was owed to investors for 2001 and 2002 alone. NASD directed all firms to provide refunds to customers who were overcharged, directed 446 firms to notify customers that they may be due refunds and directed 174 firms to conduct a complete review of individual transactions for possible missed opportunities. The firms named in today's enforcement actions fell into two categories: those with higher than average failure rates and high dollar amounts of total overcharges; and those whose failure rates were significantly higher than average. To resolve these actions, each of the 15 firms agreed to review all front-end load mutual fund trades in excess of $2,500 conducted between Jan. 1, 2001, and Nov. 3, 2003; to provide written notification of the firm's problem delivering breakpoint discounts to each customer who purchased front-end load mutual funds from Jan. 1, 1999, through Nov. 3, 2003, and advise these customers that they may be entitled to a refund; to provide refunds where appropriate; and to pay a fine equal to the amount of the firm's projected overcharges. The names of the firms charged, fines to be paid (equal to projected overcharges to customers), and projected rates of missed breakpoints, are as follows: Firms settling with the SEC and NASD in separate actions: Wachovia Securities, LLC $4,844,465 28.77% UBS Financial Services Inc. $4,621,768 30.03% American Express Financial Advisors Inc. $3,706,693 29.70% Raymond James Financial Services, Inc. $2,595,129 31.78% Legg Mason Wood Walker, Inc. $2,315,467 34.61% Linsco/Private Ledger Corp. $2,232,805 35.64% H.D. Vest Investment Securities, Inc. $ 725,216 33.39% Firms settling with NASD only: Bear, Stearns & Co. Inc. $ 280,469 52.00% Lehman Brothers Inc. $ 123,882 59.96% Cresap, Inc. $ 99,458 88.48% SWS Financial Services $ 66,468 89.69% Kirkpatrick, Pettis, Smith, Polian Inc. $ 39,935 53.56% Southwest Securities, Inc. $ 36,971 89.02% David Lerner Associates, Inc. $ 32,711 64.88% Brecek & Young Advisors, Inc. $ 31,224 53.74% The SEC Orders find that the firms, by failing to disclose to certain customers that they were not receiving the benefit of applicable breakpoint discounts, violated Section 17(a)(2) of the Securities Act of 1933. The NASD made findings that the firms violated NASD's just and equitable principles of trade rule by failing to give customers the benefit of applicable breakpoint discounts and by failing to disclose to those customers that they were not receiving the benefit of applicable discounts. In addition, the Commission charged six of the seven firms (all but Raymond James Financial Services) with failing to disclose on customer confirmations the remuneration the firms received in connection with the front-end loads, in violation of Rule 10b-10 under the Securities Exchange Act of 1934. H.D. Vest also resolved charges by the Commission related to unsuitable sales of Class B mutual fund shares, as described in more detail below. The fine imposed on Cresap, Inc. was reduced to $50,000 based on the firm's demonstrated financial condition. As described in the NASD and Commission settlements, when an investor buys mutual fund shares with a front-end load, the sales charge, or load, portion of the offering price is not invested in the fund, but instead is paid to the fund's principal underwriter or distributor. When the purchase is made through a broker-dealer, the fund's principal underwriter or distributor pays a part of the front-end load amount to the broker- dealer that sold the fund shares to the investor. Mutual funds that sell shares charging front-end loads usually offer discounts at certain pre- determined levels of investment, which are called breakpoints. Front-end loads and breakpoints can vary among funds within a fund complex or across fund complexes. For example, a mutual fund might charge an investor 5.75 percent of the sales price for purchases of less than $50,000, but reduce the sales charge to 4.75 percent for investments between $50,000 and $99,999. An investor can usually procure discounts on sales charges at investment levels of $50,000, $100,000, $250,000, and $500,000. At the $1 million investment level, generally there is no sales charge. Investors may aggregate purchases in one or more accounts to reach a breakpoint threshold. The NASD and Commission Orders further state that broker-dealers that sell mutual fund shares to retail customers must disclose applicable breakpoint discount information to their customers and must have procedures reasonably designed to ascertain information necessary to determine the availability and appropriate level of breakpoints. A failure to do so can result not only in the customer being deprived of a benefit to which he or she is entitled, but also in the broker-dealer and registered representative receiving increased commissions at the customer's expense. In addition to finding breakpoint violations, the Commission's settled Order against H.D. Vest Investment Securities, Inc. finds that the firm, in recommending that certain customers purchase large amounts ($100,000 or greater) of Class B mutual fund shares, failed to adequately disclose that an equivalent investment in Class A shares could yield a higher return as a result of applicable breakpoint discounts and reduced ongoing expenses. Among other things, the Order directs Vest to pay a $691,812 fine based on its excess Class B share commissions, and to offer the affected customers the opportunity to convert their Class B shares to A shares. Further, Vest agreed to retain an independent consultant to conduct a review of, and make recommendations regarding, the firm's Class B share policies and procedures. (Raymond James Financial Services, Inc. - Rel. 33-8374, 33- 8375, 33-8376, 34-49234, 34-49235, File No. 3-11404; American Express Financial Advisors Inc. - Rels. 33-8365, 33-8366, 33-8367, 34-49227, 34- 49228, File No. 3-11395; UBS Financial Services Inc. - Rels. 33-8377, 34- 49236, File No. 3-11407; Wachovia Securities, LLC - 33-8381, 33-8382, 34- 49238, File No. 3-11410; Legg Mason Wood Walker, Inc. - Rels. 33-8368, 33- 8369, 33-8370, 34-49230, 34-49231, File No. 3-11398; Linsco/Private Ledger Corp. - Rels. 33-8372, 33-8373, 34-49233, File No. 3-11401) IN THE MATTER OF PERFORMANCE FOOD GROUP COMPANY On February 13, the Commission issued an Order Instituting Cease-and- Desist Proceedings, Making Findings and Imposing a Cease-and-Desist Order Pursuant to Section 21C of the Securities Exchange Act of 1934 (Order) against Performance Food Group Company (PFG). Pursuant to its Offer of Settlement (Offer), which the Commission accepted, PFG consented to the entry of the Order without admitting or denying the findings contained therein. In accepting this Offer, the Commission considered remedial acts promptly undertaken by PFG and cooperation afforded the Commission staff. The Order finds that, as part of its obligations as a public reporting company, PFG files annual reports on Form 10-K and quarterly reports on Form 10-Q. On March 11, 2002, after the market closed, PFG announced that it had identified accounting errors in the financial statements of its subsidiary AFI Foodservice Distributor, Inc. (AFI). PFG initially reported that the errors resulted in an overstatement of its net income by $4 million to $5 million during 2000 and 2001. After conducting an internal investigation, PFG learned it had overstated the company's net income by a total of $3.9 million during 2000 and 2001. As a result of these errors, PFG filed materially inaccurate financial information in its Forms 10-Q for the second and third quarters of 2000 and the first and third quarters of 2001. The company's inaccurate filings resulted primarily from the actions of AFI's former executive vice-president and one-time controller. This individual caused repeated errors in AFI's accounting system by recklessly failing to perform reconciliations and making unwarranted adjusting entries to force various accounts to balance. These entries, in turn, resulted in PFG's materially inaccurate Commission filings. PFG also contributed to the problem by, among other things, delaying the implementation of an updated accounting system. After identifying the problems, PFG restated its results for all of 2000 and corrected its quarterly results for 2001 in its Form 10-K for the fiscal year ended December 31, 2001. PFG also re-issued its Forms 10-Q for 2001. In addition, the company terminated the employment of the executive vice-president; implemented an updated, uniform accounting system, and improved its internal controls by imposing more rigorous procedures and hiring additional internal auditors. On the basis of its findings and PFG's Offer, the Commission ordered that PFG cease and desist from committing or causing any violations and any future violations of reporting, books and records and internal control provisions of the federal securities laws (Sections 13(a), 13(b)(2)(A) and 13(b)(2)(B) of the Exchange Act and Rules 12b-20 and 13a- 13 thereunder). (Rels. 34-49243; AAE Rel. 1957; File No. 3-11396) IN THE MATTER OF GREGG BECKER An Administrative Law Judge has issued an Order Making Findings and Imposing Remedial Sanctions by Default (Default Order) in the matter of Gregg Becker. The Order Instituting Proceedings alleged that on July 1, 2002, a jury in the U.S. District Court for the Southern District of New York found Gregg Becker (Becker) guilty of conspiracy to commit securities, mail, and wire fraud in connection with sales of securities in violation of 18 U.S.C. 371 and securities fraud in violation of Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5 thereunder. The Default Order bars Becker from association with any broker or dealer and from participating in the offering of any penny stock. (Rel. 34-49244; File No. 3-11366) FINDINGS MADE AND SANCTIONS IMPOSED AGAINST HASKELL STONE AND DANIEL PHILLIPS On February 13, the Commission issued an Order Making Findings and Imposing Remedial Sanctions (Order) pursuant to Section 15(b) of the Securities Exchange Act of 1934 against Respondents Haskel P. Stone (Stone) and Daniel J. Phillips (Phillips) (collectively, Respondents). The Commission's Order finds that on March 1, 2002, Stone pled guilty to count one of a criminal indictment charging him with conspiracy to commit securities fraud, mail fraud and wire fraud and, on March 6, 2002, Phillips pled guilty to counts one and fifty-six of a criminal indictment charging him with conspiracy to commit securities fraud, mail fraud and wire fraud. United States v. Valentin Fernandez, et al., Case No. 01-8060-CR-Ferguson (S.D. Fla. 2001). On May 10, 2002, a judgment in the criminal case was entered against Stone, sentencing him to 5 years probation, 200 hours of community service and ordering him to pay $3,831,099 in joint and several restitution. On May 17, 2002, Phillips was sentenced to 24 years in prison, 3 years of probation, and ordered to pay $6,786,784 in joint and several restitution. The criminal indictment underlying Respondents' conviction alleged that from approximately December 1998 through August 2000, Respondents did knowingly and willfully conspire and agree to commit securities fraud, mail fraud and wire fraud by manipulating the securities of Lifekeepers International, Inc., BIZ Holdings, Inc. and Piccard Medical Corp., which are penny stocks. Respondents were at all relevant times registered representatives associated with registered broker-dealers. Respondents submitted, and the Commission accepted, Offers of Settlement whereby they consented to the entry of the Order, without admitting or denying the findings contained therein except as to jurisdiction and their criminal convictions. The Commission, based upon the findings and the Offers of Settlement, barred Respondents from association with any broker or dealer and from participating in any offering of penny stock. (Rel. 34-49245; File No. 3-11347) FINAL JUDGMENT AGAINST JONATHAN EPSTEIN On February 10, the Honorable Karon O. Bowdre, U.S. District Judge for the Northern District of Alabama, entered a Final Judgment as to defendant Jonathan G. Epstein (Epstein) , restraining and enjoining him from further violations of Section 17(a) of the Securities Act of 1933 and Section 10(b) of the Securities Exchange Act of 1934 (Exchange Act), and from aiding and abetting violations of Section 13(a) of the Exchange Act and Rules 10b-5, 12b-20 and 13a-1 thereunder. Epstein consented to the entry of the judgment without admitting or denying any of the allegations of the Commission's Complaint. Further, the court ordered Epstein to pay a civil penalty of $35,000. The complaint alleged that Epstein, former President and Chief Executive Officer of Fila U.S.A. (Fila), an outside vendor of Just for Feet, Inc. (JFFI), assisted in perpetrating a financial reporting fraud involving the financial statements of JFFI, a former national retailer of athletic and outdoor footwear. Epstein signed an audit confirmation letter stating falsely that Fila owed JFFI $1.38 million in advertising "co-op receivables" which JFFI had improperly recorded. This overstatement of income was reflected on JFFI's financial statements included in its Form 10-K filed for fiscal year 1998 and in its registration statements on Forms S-8 and S-4 filed in May and June of 1999, respectively. [SEC v. Jonathan G. Epstein, Civil Action No. 2:04-CV-0218 (NDAL)] (LR-18575) INVESTMENT ADVISERS ACT RELEASES CRITERION RESEARCH GROUP LLC A notice has been issued giving interested persons until March 12, 2004, to request a hearing on an application filed by Criterion Research Group LLC for an order under Section 203A(c) of the Investment Advisers Act. The order would permit Criterion Research Group LLC to register with the Commission as an investment adviser, even though it does not have any assets under management and does not otherwise meet the criteria set forth in Section 203A(a) of the Advisers Act for registration with the Commission as an investment adviser. (Rel. IA-2215 - February 11) INVESTMENT COMPANY ACT RELEASES RUSSELL INVESTMENT FUNDS, ET AL. A notice has been issued giving interested persons until March 8, 2004, to request a hearing on an application filed by Russell Investment Funds (Trust) and Frank Russell Investment Management Company (together with any successor, "FRIMCo") seeking an order to the extent necessary to permit shares of the Trust and shares of any other investment company or portfolio that is designed to fund insurance products and for which FRIMCo or any of its affiliates may serve in the future as investment adviser, manager, principal underwriter, sponsor, or administrator (Future Trusts) (the Trust, together with Future Trusts, are the "Trusts") to be sold to and held by: (i) separate accounts funding variable annuity and variable life insurance contracts issued by both affiliated and unaffiliated life insurance companies; (ii) qualified pension and retirement plans outside of the separate account context; (iii) separate accounts that are not registered as investment companies under the Investment Company Act pursuant to exemptions from registration under Section 3(c) of the Act; (iv) FRIMCo or certain related corporations; and (v) any other person permitted to hold shares of the 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 Trusts or certain related corporations. (Rel. IC-26351 - February 11) THE MERGER FUND VL, ET AL. A notice has been issued giving interested persons until March 4, 2004, to request a hearing on an application filed by The Merger Fund VL (Fund) and Westchester Capital Management, Inc. (Westchester, and collectively, Applicants). Applicants seek an order under Section 6(c) of the Investment Company Act granting relief 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 Fund or any other existing or future investment company that is designed to fund insurance products and for which Westchester or any of its affiliates may serve as investment manager, investment advisor, sub-advisor, administrator, manager, principal underwriter or sponsor, or any current or future series of the fund or such other investment company 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; (3) unregistered separate accounts; (4) Westchester and (5) and certain general accounts of life insurance companies. (Rel. IC-26352 - February 12) SELF-REGULATORY ORGANIZATIONS IMMEDIATE EFFECTIVENESS OF PROPOSED RULE CHANGES A proposed rule change (SR-Amex-2004-10) filed by the American Stock Exchange to adopt an options fee cap of $75,000 in connection with "firm" trades of member organizations for all equity and index options transaction charges, options comparison charges, and options floor brokerage charges 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 16. (Rel. 34-49217) The Emerging Markets Clearing Corporation filed a proposed rule change (SR-EMCC-2003-08) under Section 19(b)(1) of the Securities Exchange Act, which was effective upon filing, to establish a capped clearing fund requirement of $50 million for EMCC special members. Publication of the proposal is expected in the Federal Register during the week of February 16. (Rel. 34-49221) A proposed rule change (SR-NASD-2003-192) and Amendment No. 1 thereto filed by the National Association of Securities Dealers relating to Section 4 of Schedule A to the NASD By-Laws 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 16. (Rel. 34-49224) ACCELERATED APPROVAL OF PROPOSED RULE CHANGE The Commission granted accelerated approval to a proposed rule change (SR-NYSE-2003-31) and Amendment No. 1 thereto submitted by the New York Stock Exchange relating to minor revisions to Sections 303A.08, 303.00, and 312.03 of the NYSE's Listed Company Manual. Publication of the proposal is expected in the Federal Register during the week of February 16. (Rel. 34-49218) APPROVAL OF PROPOSED RULE CHANGE The Commission approved a proposed rule change and Amendment Nos. 1, 2, and 3 thereto (SR-NASD-2003-128) submitted by the National Association of Securities Dealers, through its subsidiary, The Nasdaq Stock Market, Inc. (Nasdaq) relating to the establishment of a maximum ECN Access Fee in SuperMontage and the elimination of SuperMontage's Price/Time with Fee Consideration and Price/Size Execution Algorithms. Publication of the proposal is expected in the Federal Register during the week of February 16. (Rel. 34-49220) 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 POLO RALPH LAUREN CORP, 650 MADISON AVENUE, NEW YORK, NY, 10022, 2123187000 - 0 ($322,943,409.00) Equity, (File 333-112730 - Feb. 12) (BR. 02) S-3 OMEGA HEALTHCARE INVESTORS INC, 9690 DEERECO ROAD, STE 100, TIMONIUM, MD, 21093, 410-427-1700 - 0 ($190,241,583.00) Equity, (File 333-112731 - Feb. 12) (BR. 08) S-4 ARIBA INC, 807 11TH AVENUE, SUNNYVALE, CA, 94089, 6509306200 - 0 ($394,665,057.00) Equity, (File 333-112733 - Feb. 12) (BR. 03) S-8 CORGENTECH INC, 650 GATEWAY BOULEVARD, --, SOUTH SAN FRANCISCO, CA, 94080, 6506249600 - 0 ($27,165,639.00) Equity, (File 333-112735 - Feb. 12) (BR. 01) S-8 AVENTIS, 67917 STRASBOURG, CEDEX 9, STRASBOURG FRANCE, I0, 00000, 3314768123 - 0 ($15,762,000.00) Equity, (File 333-112736 - Feb. 12) (BR. 01) S-4 GENAISSANCE PHARMACEUTICALS INC, FIVE SCIENCE PARK, NEW HAVEN, CT, 06511, 2037731450 - 0 ($32,407,992.00) Equity, (File 333-112737 - Feb. 12) (BR. 01) S-8 GTSI CORP, 3901 STONECROFT BLVD, CHANTILLY, VA, 20151-0808, 703-502-2000 - 323,000 ($3,262,530.00) Equity, (File 333-112738 - Feb. 12) (BR. 03) S-8 HEALTH ENHANCEMENT PRODUCTS INC, 2530 S RURAL RD, TEMPE, AZ, 85382, 4807319100 - 150,000 ($600,000.00) Equity, (File 333-112739 - Feb. 12) (BR. 09) S-2 MONY LIFE INSURANCE COMPANY OF AMERICA, 1740 BROADWAY, NEW YORK, NY, 10017, 0 ($200,000,000.00) Other, (File 333-112740 - Feb. 12) (BR. 20) SB-2 ONYX INTERNATIONAL INC, 49,000 ($49,000.00) Other, (File 333-112741 - Feb. 12) (BR. 05) S-8 PALOMAR ENTERPRISES INC, 6196922590 - 200,000,000 ($2,800,000.00) Other, (File 333-112742 - Feb. 12) (BR. 05) S-4 GENERAL CABLE CORP /DE/, 4 TESSENEER DRIVE, HIGHLAND HEIGHTS, KY, 41076, 6065728000 - 285,000,000 ($285,000,000.00) Non-Convertible Debt, (File 333-112744 - Feb. 12) (BR. 06) SB-2 UTIX GROUP INC, 3102075300 - 14,575,558 ($1,394.40) Equity, (File 333-112745 - Feb. 12) (BR. 01) S-3 USI HOLDINGS CORP, 555 PLEASANTVILLE ROAD, BRIARCLIFF MANOR, NY, 10510, 10,445,682 ($300,000,000.00) Unallocated (Universal) Shelf, (File 333-112747 - Feb. 12) (BR. 01) S-8 SEPRACOR INC /DE/, 111 LOCKE DR, MARLBOROUGH, MA, 01757, 5084816700 - 0 ($46,782,000.00) Equity, (File 333-112748 - Feb. 12) (BR. 01) S-8 TIME LENDING CALIFORNIA INC, 1040 E KATELLA #B-1, ORANGE, CA, 92867, 7142885901 - 400,000 ($16,000.00) Equity, (File 333-112749 - Feb. 12) (BR. 09) S-11 A REIT INC, 1551 N TUSTIN AVENUE, SUITE 200, SANTA ANA, CA, 92705, 8778887348 - 0 ($523,750,000.00) Equity, (File 333-112750 - Feb. 12) (BR. 08) S-8 MASONITE INTERNATIONAL CORP, 1600 BRITANNIA RD E, MISSISSAUGA, ONTARIO CANADA, A6, L4W 1J2, 8138772726 - 18,000 ($376,687.50) Equity, (File 333-112751 - Feb. 12) (BR. 06) S-3 CDI CORP, 1717 ARCH STREET, 35TH FLOOR, PHILADELPHIA, PA, 19103-2768, 2155692200 - 811,800 ($25,928,892.00) Equity, (File 333-112752 - Feb. 12) (BR. 08) S-8 SCIENTIFIC ATLANTA INC, 5030 SUGARLOAF PARKWAY, LAWRENCEVILLE, GA, 30044, 7709035000 - 0 ($261,760,000.00) Equity, (File 333-112753 - Feb. 12) (BR. 37) SB-2 CASTLE & MORGAN HOLDINGS INC, 3,709,570 ($371.00) Equity, (File 333-112754 - Feb. 12) (BR. ) S-8 METALINK LTD, YAKUM BUSINESS PARK, YAKUM ISRAEL, L3, 60972, 97299605388 - 670,000 ($5,487,300.00) Equity, (File 333-112755 - Feb. 12) (BR. 36) S-8 SURGICARE INC/DE, 12727 KIMBERLY LANE, #200, HOUSTON, TX, 77024, 7136651406 - 136,000 ($80,240.00) Equity, (File 333-112756 - Feb. 12) (BR. 01) N-2 RMR HEALTHCARE & REAL ESTATE FUND, 5,750,000 ($115,000,000.00) Equity, (File 333-112757 - Feb. 12) (BR. ) S-3 GRAPHON CORP/DE, 400 COCHRANE CIRCLE, MORGAN HILL, CA, 95037, 4087763232 - 8,250,000 ($5,775,000.00) Equity, (File 333-112758 - Feb. 12) (BR. 03) S-3 TELECOMMUNICATION SYSTEMS INC /FA/, 275 WEST ST, ANNAPOLIS, MD, 21401, 4102637616 - 0 ($50,302,947.00) Equity, (File 333-112759 - Feb. 12) (BR. 03) S-3 SYPRIS SOLUTIONS INC, 101 BULLITT LN, STE 450, LOUISVILLE, KY, 40222, 5023292000 - 0 ($72,450,000.00) Equity, (File 333-112760 - Feb. 12) (BR. 36) S-8 OMI CORP/M I, ONE STATION PLACE, 90 PARK AVE, STAMFORD, CT, 60902-6800, 2036026700 - 4,000,000 ($37,980,000.00) Equity, (File 333-112761 - Feb. 12) (BR. 05) S-2 PROVECTUS PHARMACEUTICALS INC, 7327 OAK RIDGE HWY, SUITE B, KNOXVILLE, TN, 37931, 865-769-4011 - 2,375,004 ($3,467,505.84) Equity, (File 333-112762 - Feb. 12) (BR. 01) S-4 WMC FINANCE CO, 6320 CANOGA AVEUE, WOODLAND HILLS, CA, 91367, 8185924200 - 0 ($200,000,000.00) Non-Convertible Debt, (File 333-112763 - Feb. 12) (BR. ) S-4 NCO GROUP INC, 507 PRUDENTIAL ROAD, HORSHAM, PA, 19044, 215-441-3000 - 2,306,391 ($44,992,905.00) Equity, (File 333-112765 - Feb. 12) (BR. 02) S-3 ZOLTEK COMPANIES INC, 3101 MCKELVEY RD, ST LOUIS, MO, 63044, 3142915110 - 2,246,923 ($12,582,768.80) Equity, (File 333-112766 - Feb. 12) (BR. 36) SB-2 INTEGRAL TECHNOLOGIES INC /CN/, 1070 WEST PENDER STREET, SUITE#3, VANCOUVER BC V6E 2N7, A1, 00000, 6046859933 - 11,556,938 ($16,468,666.65) Equity, (File 333-112767 - Feb. 12) (BR. 36) N-2 LAZARD GLOBAL TOTAL RETURN & INCOME FUND INC, 30 ROCKEFELLER PLAZA, NEW YORK, NY, 10112, 2126326000 - 100,000 ($2,000,000.00) Equity, (File 333-112768 - Feb. 12) (BR. ) SB-2 PROMOS INC, 2121 S. ONEIDA ST., SUITE 500, DENVER, CO, 80224, 29,886,897 ($133,893,298.60) Equity, (File 333-112769 - Feb. 12) (BR. 08) S-3 SERENA SOFTWARE INC, 2755 CAMPUS DRIVE, 3RD FLOOR, SAN MATEO, CA, 94403-2538, 6505226600 - 0 ($220,000,000.00) Debt Convertible into Equity, (File 333-112770 - Feb. 12) (BR. 03) S-2 WARP TECHNOLOGY HOLDINGS INC, 535 WEST 34 STREET, 5TH FLOOR, NEW YORK, NY, 10001, (212) 962-9277 - 32,923,914 ($8,230,978.50) Equity, (File 333-112771 - Feb. 12) (BR. 03) S-1 SEDONA CORP, 455 SOUTH GULPH ROAD, KING OF PRUSSIA, PA, 19406, 6104953003 - 7,127,411 ($3,920,076.05) Equity, (File 333-112772 - Feb. 12) (BR. 03) S-1 LIBERMAN BROADCASTING CORP, 1845 WEST EMPIRE AVENUE, BURBANK, CA, 91504, 8185635722 - 0 ($184,000,000.00) Equity, (File 333-112773 - Feb. 12) (BR. ) S-8 REYNOLDS & REYNOLDS CO, ONE REYNOLDS WAY, DAYTON, OH, 45430, 9374852000 - 7,458,249 ($205,698,507.42) Equity, (File 333-112775 - Feb. 12) (BR. 03) S-3 ORIENTAL FINANCIAL GROUP INC, MONACILLOS 1000, SAN ROBERTO ST, RIO PIEDRAS, PR, 00926, 7877661986 - 0 ($72,593,750.00) Equity, (File 333-112776 - Feb. 12) (BR. 07) S-8 REYNOLDS & REYNOLDS CO, ONE REYNOLDS WAY, DAYTON, OH, 45430, 9374852000 - 550,000 ($15,169,000.00) Equity, (File 333-112777 - Feb. 12) (BR. 03) S-1 PLACER SIERRA BANCSHARES, 525 J STREET, SACRAMENTO, CA, 95814, 9165544821 - 0 ($76,590,000.00) Equity, (File 333-112778 - Feb. 12) (BR. ) SB-2 PERFISANS HOLDINGS INC, 7828 KENNEDY ROAD, SUITE 201, MARKHAM, A6, L3R 5P1, 905-943-9996 - 8,855,626 ($17,268,470.00) Equity, (File 333-112779 - Feb. 12) (BR. 09) S-3 PRICE LEGACY CORP, 17140 BERNARDO CENTER DRIVE, SUITE 300, SAN DIEGO, CA, 92128, 8586759400 - 0 ($2,572,800.00) Equity, (File 333-112780 - Feb. 12) (BR. 08) SB-2 NMXS COM INC, 5041 INDIAN SCHOOL ROAD NE, SUITE 200, ALBUQUERQUE, NM, 87110, 505-255-1999 - 9,294,671 ($4,345,163.03) Equity, (File 333-112781 - Feb. 12) (BR. 08) S-11 INTERSTAR SECURITISATION MANAGEMENT PTY LTD, 0 ($2,000,000.00) Debt Convertible into Equity, (File 333-112782 - Feb. 12) (BR. 05) S-3 ZIX CORP, 2711 NORTH HASKELL AVENUE, SUITE 2300, LB 36, DALLAS, TX, 75204-2960, 214-370-2000 - 0 ($13,526,657.00) Equity, (File 333-112783 - Feb. 12) (BR. 03) SB-2 POWERCHANNEL INC, P.O. BOX 500, SUITE, EAST TAUNTON, MA, 02718, 5088806969 - 16,495,365 ($15,525,030.70) Equity, (File 333-112784 - Feb. 12) (BR. 04) S-3 DIAMETRICS MEDICAL INC, 2658 PATTON RD, ROSEVILLE, MN, 55113, 6516398035 - 22,269,268 ($8,462,321.84) Equity, (File 333-112785 - Feb. 12) (BR. 36) S-1 DDI CORP, 1220 SAMON CIRCLE, AHAMEIM, CA, 92806, 7145887200 - 1,000,000 ($16,750,000.00) Equity, (File 333-112786 - Feb. 12) (BR. 36) F-2 ENERGY EXPLORATION TECHNOLOGIES /, 840 SEVENTH AVENUE SW, SUITE 700, CALGARY ALBE T2P 3G2, A2, 99204, 403-264-7020 - 1,875,000 ($4,687,500.00) Equity, (File 333-112790 - Feb. 12) (BR. 04) 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 ------------------------------------------------------------------------------------------------ ACCURIDE CORP DE X X 02/12/04 ACG HOLDINGS INC DE X 02/12/04 ACTIVCARD CORP DE X X 02/12/04 ADDVANTAGE TECHNOLOGIES GROUP INC OK X X X 02/12/04 ADVANCED DIGITAL INFORMATION CORP WA X X 02/12/04 ADVANCED ENERGY INDUSTRIES INC DE X 02/12/04 ADVANCEPCS DE X X 02/12/04 ADVANCIS PHARMACEUTICAL CORP X X 02/12/04 AETNA INC /PA/ PA X 02/12/04 AIRGATE PCS INC /DE/ DE X X 02/12/04 AIRPLANES LTD DE X 02/12/04 ALDILA INC DE X X 02/11/04 ALEXION PHARMACEUTICALS INC DE X X 02/11/04 ALLIANCE RESOURCE PARTNERS LP DE X X 02/12/04 ALLIED HEALTHCARE INTERNATIONAL INC NY X 02/12/04 ALLOS THERAPEUTICS INC DE X X 02/12/04 ALPHA VIRTUAL INC/CA/ DE X X 02/11/04 AMERICAN FINANCIAL GROUP INC OH X X 02/12/04 AMERICAN HOME MORTGAGE INVESTMENT COR MD X X 02/12/04 AMERICAN RESIDENTIAL INVESTMENT TRUST MD X X 02/12/04 AMERICAN RETIREMENT CORP TN X X 02/11/04 AMERICAN RETIREMENT CORP TN X 02/12/04 AMEND AMERICAN TECHNOLOGY CORP /DE/ DE X 02/12/04 AMERUS GROUP CO/IA IA X X X X 02/10/04 AMIS HOLDINGS INC X X 02/12/04 ANALOG DEVICES INC MA X 02/12/04 ANSYS INC DE X X 02/12/04 APTIMUS INC WA X 02/12/04 ARMOR HOLDINGS INC DE X X 02/12/04 ARQULE INC DE X X 02/12/04 ARTESIAN RESOURCES CORP DE X 02/12/04 ARTISTDIRECT INC DE X X 02/06/04 ASSET BACKED FUNDING CORP DE X X 02/11/04 ASSET-BACKED CERTIFICATES SERIES 2004 DE X 01/30/04 ASSOCIATED ESTATES REALTY CORP OH X 12/31/03 AURORA FOODS INC /DE/ DE X 02/11/04 AVANIR PHARMACEUTICALS CA X X 02/12/04 AVAYA INC DE X X 02/10/04 AXCESS INTERNATIONAL INC/TX DE X X 12/16/03 AMEND BAKER HUGHES INC DE X X X 02/12/04 BALCHEM CORP MD X X 02/12/04 BANC OF AMERICA MORTGAGE SECURITIES I DE X X 02/11/04 BANC OF AMERICA MORTGAGE SECURITIES I DE X X 02/12/04 BANK OF GRANITE CORP DE X X 02/12/04 BERKLEY W R CORP DE X 02/11/04 BERKSHIRE INCOME REALTY INC X 01/28/04 BIDVILLE INC NV X X X 02/12/04 BIO RAD LABORATORIES INC DE X 02/12/04 BIOTRANSPLANT INC DE X X 01/26/04 BORLAND SOFTWARE CORP DE X X 02/11/04 BOSTON LIFE SCIENCES INC /DE DE X 02/12/04 BOWNE & CO INC DE X X 02/11/04 BRANDYWINE REALTY TRUST MD X X 02/12/04 BRIGHT HORIZONS FAMILY SOLUTIONS INC DE X 02/12/04 BRISTOL MYERS SQUIBB DEBENTURE BACKED DE X X 02/01/04 BRT REALTY TRUST MA X 12/31/03 CAMPBELL SOUP CO NJ X 02/12/04 CAMPBELL SOUP CO NJ X 02/11/04 CAPACITIVE DEIONIZATION TECHNOLOGY SY NV X X 02/09/04 CAPITAL ONE AUTO RECEIVABLES LLC DE X X 01/29/04 CARDIODYNAMICS INTERNATIONAL CORP CA X 02/12/04 CAREMARK RX INC DE X X 02/11/04 CASCADE FINANCIAL CORP DE X X 02/11/04 CATERPILLAR INC DE X 02/12/04 CCP WORLDWIDE INC X X 02/10/04 CENTERPOINT ENERGY INC X X X 02/12/04 CENTURY PROPERTIES FUND XVI CA X X 01/30/04 CEPHALON INC DE X X 02/12/04 CHANNELL COMMERCIAL CORP DE X 02/12/04 CHASE FUNDING INC NY X X 02/09/04 CHASE MORTGAGE FINANCE CORP DE X X 01/28/04 CHECKPOINT SYSTEMS INC PA X 12/28/03 CHICAGO BRIDGE & IRON CO N V X 02/11/04 CHINDEX INTERNATIONAL INC DE X 12/31/03 CHOICE HOTELS INTERNATIONAL INC /DE DE X X 02/11/04 CHRISKEN PARTNERS CASH INCOME FUND L DE X X 02/09/04 CHROMAVISION MEDICAL SYSTEMS INC DE X X 02/10/04 CINCINNATI BELL INC OH X 02/12/04 CITADEL BROADCASTING CORP DE X X 02/11/04 CLAYTON WILLIAMS ENERGY INC /DE DE X X 02/12/04 CLOSURE MEDICAL CORP DE X X 02/12/04 CNB FINANCIAL CORP/PA PA X X 02/12/04 CNL HOSPITALITY PROPERTIES INC MD X X 02/12/04 COMMSCOPE INC DE X X 01/31/04 COMPASS MINERALS INTERNATIONAL INC DE X 02/12/04 COMPETITIVE TECHNOLOGIES INC DE X X 02/12/04 COMPEX TECHNOLOGIES INC MN X X 02/12/04 COMPUPRINT INC X X 02/10/04 CONCENTRA OPERATING CORP NV X X 02/11/04 CORRECTIONAL PROPERTIES TRUST MD X X 02/12/04 CORVU CORP MN X X 02/12/04 COX COMMUNICATIONS INC /DE/ DE X X 02/12/04 CREDIT SUISSE FIRST BOSTON MORTGAGE S DE X 02/12/04 CREDIT SUISSE FIRST BOSTON USA INC DE X 02/12/04 CSFB MORTGAGE BACKED PASS THROUGH CER DE X X 01/25/03 CURAGEN CORP DE X X 02/10/04 CVS CORP DE X X 02/12/04 DEAN FOODS CO/ DE X X 02/12/04 DELCO REMY INTERNATIONAL INC DE X 02/12/04 DELL INC DE X X 02/12/04 DELPHI FINANCIAL GROUP INC/DE DE X 02/11/04 DENISON INTERNATIONAL PLC X X X 02/12/04 DIAMOND DISCOVERIES INTERNATIONAL COR DE X 11/17/03 AMEND DICKIE WALKER MARINE INC X X 02/11/04 DIGITAL THEATER SYSTEMS INC DE X X 02/12/04 DOLLAR FINANCIAL GROUP INC NY X X 02/06/04 DOLLAR GENERAL CORP TN X X 02/12/04 DREW INDUSTRIES INCORPORATED DE X X 02/11/04 DRS TECHNOLOGIES INC DE X X 02/12/04 DURA AUTOMOTIVE SYSTEMS INC DE X X 02/12/04 DYNATRONICS CORP UT X X 02/11/04 EASTGROUP PROPERTIES INC MD X X 12/31/03 EASYLINK SERVICES CORP DE X X 02/12/04 EDEN BIOSCIENCE CORP WA X X 02/12/04 EDGE PETROLEUM CORP DE X X 02/12/04 EDIETS COM INC DE X X X 02/12/04 ELECTRONIC CLEARING HOUSE INC NV X X 02/12/04 ELINEAR INC DE X X 02/05/04 EMERGE INTERACTIVE INC DE X X 02/12/04 EMERGE INTERACTIVE INC DE X X 02/12/04 ENERGY PARTNERS LTD DE X X 02/12/04 ENPRO INDUSTRIES INC NC X X 02/12/04 ENTERGY CORP /DE/ DE X X 02/12/04 EVERGREEN RESOURCES INC CO X 02/11/04 EXACT SCIENCES CORP DE X X 02/10/04 EXPEDITORS INTERNATIONAL OF WASHINGTO WA X 02/10/04 FIRST INDUSTRIAL REALTY TRUST INC MD X 02/11/04 FLORIDA EAST COAST INDUSTRIES INC FL X 02/12/04 FORTIS ENTERPRISES NV X 01/21/04 FREDS INC TN X 02/05/04 G REIT INC VA X X 02/08/04 GASCO ENERGY INC NV X X 02/11/04 GEMSTAR TV GUIDE INTERNATIONAL INC DE X X 02/12/04 GEN PROBE INC DE X X 02/12/04 GENAISSANCE PHARMACEUTICALS INC DE X 02/12/04 GENENCOR INTERNATIONAL INC DE X X 02/12/04 GENERAL MILLS INC DE X X 01/16/04 GENEREX BIOTECHNOLOGY CORP DE X 02/06/04 GENLYTE GROUP INC DE X X 02/10/04 GENUS INC CA X X 02/11/04 GIANT INDUSTRIES INC DE X 02/09/04 GLOBAL MEDICAL PRODUCTS HOLDINGS INC NV X X 01/31/04 GLOBAL PAYMENT TECHNOLOGIES INC DE X X 02/12/04 GLOBAL YACHT SERVICES INC NV X 01/28/04 GRAFTECH INTERNATIONAL LTD DE X 02/12/04 GRAFTECH INTERNATIONAL LTD DE X 02/12/04 GRAFTECH INTERNATIONAL LTD DE X 02/12/04 GS MORTGAGE SECURITIES CORP DE X X 02/10/04 HALLIBURTON CO DE X 02/11/04 HANOVER COMPRESSOR CO / DE X 02/09/04 HARRINGTON WEST FINANCIAL GROUP INC/C X X 02/11/04 HAYES LEMMERZ INTERNATIONAL INC DE X X 02/11/04 HECLA MINING CO/DE/ DE X 02/12/04 HEI INC MN X X 02/11/04 HERCULES INC DE X 02/11/04 HEWLETT PACKARD CO DE X X 02/11/04 HFB FINANCIAL CORP TN X X 02/09/04 HICKOK INC OH X 12/31/03 HILB ROGAL & HAMILTON CO /VA/ VA X 02/11/04 HOUSE OF BRUSSELS CHOCOLATES INC NV X X 02/11/04 HRPT PROPERTIES TRUST MD X X 02/11/04 HUSKER AG PROCESSING LLC NE X X 01/29/04 HYPERTENSION DIAGNOSTICS INC /MN MN X X 02/09/04 ICT GROUP INC PA X 02/12/04 IDX SYSTEMS CORP VT X 02/12/04 IMAGE ENTERTAINMENT INC CA X 02/12/04 IMC GLOBAL INC DE X X 02/05/04 IMMUNOGEN INC MA X X 02/12/04 INCYTE CORP DE X X 02/11/04 INFINITY PROPERTY & CASUALTY CORP OH X X 02/11/04 INLAND REAL ESTATE CORP MD X 02/12/04 INTEGRAMED AMERICA INC DE X X 02/12/04 INTELLIGROUP INC NJ X X 02/12/04 INTERACTIVE DATA CORP/MA/ DE X 02/12/04 INTERNATIONAL ALUMINUM CORP CA X X X 02/12/04 INTUITIVE SURGICAL INC DE X X 02/12/04 INVERNESS MEDICAL INNOVATIONS INC DE X X 02/10/04 INVITROGEN CORP DE X X 02/12/04 IOMEGA CORP DE X 02/06/04 IONICS INC MA X X 02/12/04 ISLE OF CAPRI CASINOS INC DE X 01/25/04 ISTAR FINANCIAL INC MD X X 02/12/04 JAMESON INNS INC GA X X 02/12/04 JARDEN CORP DE X X X 02/12/04 JEFFERSONVILLE BANCORP NY X X 02/11/04 JUNIPER NETWORKS INC DE X X 02/09/04 KEITH COMPANIES INC CA X X X 02/11/04 KROLL INC DE X X X 02/12/04 LABORATORY CORP OF AMERICA HOLDINGS DE X 02/11/04 LABORATORY CORP OF AMERICA HOLDINGS DE X 02/11/04 LAKES ENTERTAINMENT INC MN X X 02/12/04 LASERSCOPE CA X X 02/12/04 LEHMAN ABS CORP BACKED TR CERT LIB ME DE X X 02/01/04 LEHMAN ABS CORP BACKED TRUST CERTS SE DE X X 02/01/04 LEHMAN ABS CORP BACKED TRUST CERTS SE DE X X 02/01/04 LEHMAN ABS CORP BACKED TRUST CERTS SE DE X X 02/01/04 LEHMAN ABS CORP CORP BACK TR AIG DEBE DE X X 01/31/04 LEHMAN ABS CORP CORP BACKED TR CERT S DE X X 02/01/04 LEHMAN ABS CORP CORPORATE BACKED TRUS DE X X 02/01/04 LEHMAN ABS DAIMLERCHRYSLER DEB-BKD SE DE X X 02/01/04 LIFEPOINT INC DE X X 02/12/04 LODGIAN INC DE X X 02/11/04 LTC PROPERTIES INC MD X 02/12/04 MAKEMUSIC INC MN X X 02/12/04 MANPOWER INC /WI/ WI X 02/11/04 AMEND MARCONI CORP PLC X0 X 02/12/04 MARCONI CORP PLC X0 X 02/12/04 MARCONI CORP PLC X0 X 02/12/04 MAY DEPARTMENT STORES CO DE X 02/12/04 MCG CAPITAL CORP DE X X 02/12/04 MEDCO HEALTH SOLUTIONS INC DE X 02/11/04 MEMC ELECTRONIC MATERIALS INC DE X X 02/11/04 MERISTAR HOSPITALITY CORP MD X 02/12/04 MERISTAR HOSPITALITY OPERATING PARTNE DE X 02/12/04 MFA MORTGAGE INVESTMENTS MD X X 02/10/04 MIDAMERICAN ENERGY HOLDINGS CO /NEW/ IA X X 02/12/04 MIDLAND CO OH X 02/12/04 MINGHUA GROUP INTERNATIONAL HOLDINGS NY X X X 01/02/04 MIRAVANT MEDICAL TECHNOLOGIES DE X 02/05/04 MISSISSIPPI CHEMICAL CORP /MS/ MS X X 01/30/04 MOLINA HEALTHCARE INC DE X X 02/11/04 MORGAN STANLEY ABS CAPITAL I INC DE X X 01/21/04 MORTGAGE ASSET SEC TRANS INCMASTR ASS DE X X 01/26/04 MOVIE STAR INC /NY/ NY X X 02/11/04 MPOWER HOLDING CORP DE X 02/12/04 MYERS INDUSTRIES INC OH X X 12/31/03 N-VIRO INTERNATIONAL CORP DE X 02/06/04 NASHUA CORP MA X 02/11/04 NATIONAL OILWELL INC DE X 02/12/04 NATIONAL RESEARCH CORP WI X X 02/11/04 NATIONAL WINE & SPIRITS INC IN X X 02/11/04 NATURAL RESOURCE PARTNERS LP DE X X X 02/12/04 NAVIGANT CONSULTING INC DE X X 02/12/04 NAVISITE INC DE X X 02/06/04 NEIGHBORCARE INC PA X X 02/11/04 NELSON THOMAS INC TN X 02/12/04 NEOSE TECHNOLOGIES INC DE X X 02/12/04 NEW ENGLAND ACQUISITIONS INC FL X X 01/13/04 NEWCASTLE INVESTMENT CORP MD X X 02/11/04 NEXT INC/TN DE X X 02/10/04 NORFOLK SOUTHERN CORP VA X 02/12/04 NUEVO ENERGY CO DE X X X X 02/12/04 NUTRITION 21 INC NY X 02/12/04 NVIDIA CORP DE X 02/12/04 OAKLEY INC WA X 12/31/03 OFFICE DEPOT INC DE X X 02/12/04 OLYMPIC STEEL INC OH X X 02/12/04 OMNICARE INC DE X X 02/12/04 ON TECHNOLOGY CORP DE X X 02/12/04 OPTICAL CONCEPTS OF AMERICA INC X 02/11/04 ORBITAL SCIENCES CORP /DE/ DE X 02/12/04 OREGON PACIFIC BANCORP OR X X 02/09/04 ORTHOVITA INC X 02/12/04 OSULLIVAN INDUSTRIES HOLDINGS INC DE X X X 12/31/03 OUT TAKES INC DE X 02/04/04 OUTBACK STEAKHOUSE INC DE X X 02/11/04 OVERSEAS SHIPHOLDING GROUP INC DE X 02/12/04 OWOSSO CORP PA X X 02/10/04 OXIGENE INC DE X X 02/12/04 PACIFICARE HEALTH SYSTEMS INC /DE/ DE X X X 02/12/04 PAR TECHNOLOGY CORP DE X 02/12/04 PARKER HANNIFIN CORP OH X X 02/12/04 PARKVALE FINANCIAL CORP PA X 02/05/04 PATTERSON UTI ENERGY INC DE X X 02/11/04 PEETS COFFEE & TEA INC WA X 02/12/04 PENN VIRGINIA CORP VA X X 02/11/04 PENN VIRGINIA RESOURCE PARTNERS L P DE X X 02/11/04 PERINI CORP MA X 12/31/03 PERRY ELLIS INTERNATIONAL INC FL X X 02/12/04 PHARMION CORP X X 02/11/04 PHILLIPS VAN HEUSEN CORP /DE/ DE X X 02/12/04 PHOSPHATE RESOURCE PARTNERS LIMITED P DE X X 02/05/04 PHYSIOMETRIX INC DE X X X X 02/12/04 PIZZA INN INC /MO/ MO X 02/11/04 PLAINS EXPLORATION & PRODUCTION CO DE X X X X 02/12/04 PLANGRAPHICS INC CO X 02/12/04 PLATINUM UNDERWRITERS HOLDINGS LTD D0 X X 01/11/04 PREMIER DEVELOPMENT & 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