SEC NEWS DIGEST Issue 2004-37 February 25, 2004 COMMISSION ANNOUNCEMENTS SEC TO PUBLISH REGULATION NMS FOR PUBLIC COMMENT On February 24, the Commission voted to publish for public comment Regulation NMS, which would contain four interrelated proposals designed to modernize the regulatory structure of the U.S. equity markets. The substantive topics addressed by proposed Regulation NMS are (1) trade- throughs, (2) intermarket access, (3) sub-penny pricing, and (4) market data. In addition, Regulation NMS would update the existing Exchange Act rules governing the national market system, and consolidate them into a single regulation. 1. Trade-Throughs * Regulation NMS would establish a uniform trade-through rule for all market centers that would affirm the fundamental principle of price priority, while also addressing problems posed by the inherent difference in the nature of prices displayed by automated markets, which are immediately accessible, compared to prices displayed by manual markets, which are not. * Specifically, the proposal would require self-regulatory organizations (SROs), as well as any market center that executes orders, to establish procedures to prevent the execution of an order for national market system stocks at a price that is inferior to the best bid or offer displayed by another market center at the time of execution. * At the same time, the proposal would include two exceptions to the general trade-through rule. * First, a market center would be allowed to execute an order that trades through a better-priced bid or offer on another market center if the person entering the order makes an informed decision to affirmatively opt out of the trade-through protections. Informed consent would need to be given on an order-by-order basis. This exception is designed to provide greater flexibility to informed traders while preserving the average customer's expectation of having his or her orders executed at the best price. * Second, an automated market - one that provides for an immediate automated response to incoming orders for the full size of its best displayed bid or offer, without restriction - would be able to trade through a better displayed bid or offer on a non-automated market up to a de minimis amount of one to five cents, depending on the stock's price. This exception reflects the comparative difficulty of accessing market quotes of non-automated markets. * Overall, the proposal is designed to be a practical response to developments in the marketplace that still preserves the important customer protection and market integrity goals of best execution and the protection of limit orders. * The proposed trade-through rule would not change a broker-dealer's existing duty to obtain best execution for customer orders. 2. Intermarket Access Non-Discriminatory Access * Regulation NMS would establish a uniform market access rule that would help assure non-discriminatory access to the best prices displayed by market centers, but without mandating inflexible, "hard" linkages such as the Intermarket Trading System (ITS). * At its core, the proposal would prohibit a market center from imposing unfairly discriminatory terms that prevent or inhibit any person from accessing its quotations indirectly through a member, customer, or subscriber. * This standard is intended to assure that a member, customer, or subscriber of a market center can sponsor access to quotes and order execution without receiving disparate treatment in the handling of those orders with respect to fees, speed, or other terms. Quote Standardization * Regulation NMS also would establish an access fee standard. This standard - designed to promote a common quoting convention - is intended to harmonize quotations and facilitate the ready comparison of quotes across the national market system. * The proposal would establish a de minimis fee standard for all market centers and broker-dealers that display attributable quotes through SROs. Specifically, access fees would be capped at $0.001 per share, and the aggregation of this fee would be limited to no more than $0.002 per share in any transaction. Locked and Crossed Markets * Finally, the proposed rule would require each SRO to establish and enforce rules requiring its members to avoid - and prohibiting them from engaging in a pattern or practice of - locking or crossing the markets. 3. Sub-Penny Pricing * Regulation NMS would ban sub-penny quoting in most stocks. Specifically, it would prohibit market participants from accepting, ranking, or displaying orders, quotes, or indications of interest in a pricing increment finer than a penny in national market system stocks, other than those with a share price below $1.00. * This proposal is intended to prevent sub-penny pricing from being used by some market participants to "step-ahead" of customer limit orders for an economically insignificant amount. This "sub-pennying" could, over time, discourage investors from placing limit orders, which are an important source of market liquidity. 4. Market Data * Regulation NMS would amend the existing arrangements for disseminating market data in order to better reward SROs for their contributions to public price discovery, as well as implement most of the recommendations of the Commission's Advisory Committee on Market Information. * Under existing rules and joint industry plans, the trades and best quotes in thousands of listed and Nasdaq stocks are made available on a real- time and consolidated basis. * The proposal would replace the current plan formulas for allocating revenues derived from market data fees to the SROs, which are based solely on the number of trades or share volume reported by an SRO. This method of allocation has led to serious economic and regulatory distortions, creating incentives for "print" facilities, "wash" trades, and "shredded" trades. In addition, those markets that generate the highest quality quotes (i.e., the best prices and the largest sizes) are not necessarily rewarded. * In general, the proposed new formula would divide market data revenues equally between trading and quoting activity, in order to reward markets that publish the best accessible quotes. * The proposal also includes a number of improvements that were recommended by the Advisory Committee on Market Information. For example, the proposal would broaden participation in plan governance by creating advisory committees composed of non-SRO representatives. Such committees would help assure that interested parties have an opportunity to be heard on plan business, prior to any decision by the plan operating committees. * In addition, the proposal would authorize market centers to distribute their own additional data, such as limit order books, separate from other markets, as well as establish uniform standards for the terms of such distribution. Comments on these proposals should be submitted to the Commission within 75 days of publication in the Federal Register. (Press Rel. 2004-22) RULES AND RELATED MATTERS PROHIBITION ON THE USE OF BROKERAGE COMMISSIONS TO FINANCE DISTRIBUTION On February 24, the Commission proposed amendments to Rule 12b-1 under the Investment Company Act of 1940. The proposed amendments would prohibit funds from paying for the distribution of their shares with brokerage commissions. The proposed amendments also would require funds that use a selling broker-dealer to execute portfolio securities transactions to adopt, and the fund's board of directors to approve, certain policies and procedures. The Commission is also requesting comment on whether it should propose additional changes to Rule 12b-1 or propose to rescind the rule. Comments must be received on or before May 10, 2004. (Rel. IC-26356; File No. S7-09-04) EXTENSION OF COMPLIANCE DATES REGARDING INTERNAL CONTROL OVER FINANCIAL REPORTING REQUIREMENTS The Commission has extended the compliance dates for amendments to its rules under the Securities Exchange Act of 1934 that were adopted on June 5, 2003, pursuant to Section 404 of the Sarbanes-Oxley Act. The amendments require a company to include in annual reports a report by management on the company's internal control over financial reporting and the accompanying auditor's report. Under the new compliance schedule, a company that is an "accelerated filer" as defined in Exchange Act Rule 12b-2 (generally, a U.S. company that has equity market capitalization over $75 million and has filed at least one annual report with the Commission), must begin to comply with these amendments for its first fiscal year ending on or after Nov. 15, 2004, (originally June 15, 2004). A non-accelerated filer must begin to comply with these requirements for its first fiscal year ending on or after July 15, 2005, (originally April 15, 2005). The Commission similarly has extended the compliance date for related requirements regarding evaluation of internal control over financial reporting and management certification requirements, including certification and related requirements applicable to registered investment companies. (Rels. 33-8392; 34-49313; IC-26357; Press Rel. 2004-21) ENFORCEMENT PROCEEDINGS SEC FILES SUBPOENA ENFORCEMENT ACTION AGAINST HULBURT VAN R. BARRINGER AND SUSAN BARRINGER On February 12, the Commission filed a subpoena enforcement action in U.S. District Court for the Northern District of Georgia against Hulburt Van R. Barringer and Susan Diane Barringer. Pursuant to a subpoena issued on Oct. 24, 2003, the Barringers were obligated to produce documents and to appear for testimony before the Commission on December 10th and 11th, 2003. After informing the Commission of their intentions through counsel, the Barringers failed to appear and failed to produce the required documents. Accordingly, the Commission filed its Application For An Order To Show Cause And For An Order Requiring Obedience To Subpoena, along with a supporting Memorandum and Declaration. In its Application and supporting filings, the Commission alleges that on Aug. 5, 2003, the Commission issued its Order Directing Private Investigation and Designating Officers to Take Testimony (Formal Order) in the Wealth Builders International investigation. The Formal Order authorizes the staff to conduct an investigation into whether, among other things, Wealth Builders International or certain persons and entities associated with it violated the antifraud provisions of the federal securities laws. According to information received by the Commission, Susan Barringer is the former office manager of Wealth Builders International and Van Barringer is a former promoter; accordingly, their testimony may provide evidence as to whether they or others violated the federal securities laws. The Commission seeks an Order directing the Barringers to show cause why the Court should not enter an Order requiring them to appear for testimony and produce the required documents. [SEC v. Hulburt Van R. Barringer and Susan Diane Barringer, Case No. 1:04-MI-0045, USDC, NDGA] (LR-18589) SEC FILES CIVIL FRAUD CASE AGAINST FLEET'S COLUMBIA MUTUAL FUND ADVISER AND DISTRIBUTOR FOR MULTIPLE UNDISCLOSED MARKET TIMING ARRANGEMENTS On February 24, the Commission filed a civil fraud action day in federal court in Boston alleging that Columbia Management Advisors, Inc. and Columbia Funds Distributor Inc. allowed certain preferred mutual fund customers to engage in short-term and excessive trading, while at the same time representing publicly that it prohibited such trading. Columbia Management Advisors, Inc. is a registered investment adviser that manages Columbia mutual funds; Columbia Funds Distributor is a registered broker-dealer that is the principal underwriter responsible for selling the funds. Both are subsidiaries of FleetBoston Financial Corporation. The Commission's complaint alleges that, from at least 1998 through 2003, Columbia Distributor secretly entered into arrangements with at least nine investors allowing them to engage in frequent short-term trading in at least seven funds, including international funds and a fund aimed at young investors. The complaint alleges that, in some of the arrangements, defendants accepted so-called "sticky assets" - long- term investments that were to remain in place in return for allowing the investors to actively trade in the funds. The complaint alleges that the nine investors who entered the arrangements engaged in frequent short-term or excessive trading in at least sixteen different Columbia funds. It further alleges that executives of Columbia Distributor entered into the arrangements, and that Columbia Advisors knew and approved of eight of the arrangements and allowed them to continue despite knowing such short-term trading was detrimental to long-term shareholders in the funds. According to the Commission's complaint, the short-term trading arrangements were contrary to disclosures made in the funds' prospectuses. Specifically, six of the nine arrangements were entered into or continued after Columbia adopted prospectus disclosure expressly stating that the funds did not permit short-term or excessive trading. The complaint alleges that the traders' investments increased the size of the funds and resulted in increased advisory fees to Columbia Advisors and increased Columbia Distributor's revenues. The Commission's complaint alleges that defendants breached their duty to act at all times in the best interests of their mutual funds and to provide full and fair disclosure of all material facts to investors, because they never disclosed the short-term trading arrangements, or that Columbia Advisors had a conflict of interest because the arrangements increased its fees. The specific charges against the defendants in the federal court action are that they violated Section 17(a) of the Securities Act of 1933, Section 10(b) and Rule 10b-5 of the Securities Exchange Act of 1934, and Section 17(d) and Rule 17d-1 of the Investment Company Act of 1940. Additionally, the SEC's complaint alleges that Columbia Advisors violated Sections 206(1) and 206(2) of the Investment Advisers Act of 1940, and that Columbia Distributor aided and abetted those violations; that Columbia Advisors violated Section 34(b) of the Investment Company Act; and that Columbia Distributor violated Section 15(c) of the Exchange Act. The Commission is seeking injunctive relief, disgorgement, restitution of investor losses and civil penalties, and an order pursuant to Section 36(a) of the Investment Company Act enjoining Columbia Advisors from serving as an investment adviser to any registered investment company. Today's actions reflect the coordinated efforts of the Securities and Exchange Commission and the New York Attorney General's Office, which today brought a related action against the same defendants. [SEC v. Columbia Management Advisors, Inc. and Columbia Funds Distributor, Inc., Civil Action No. 04 CV 10367-GAO (D. MA)] (LR-18590) FEDERAL COURT ENJOINS HUSSEIN EL ZEIN IN FRAUDULENT, UNREGISTERED OFFERING OF SECURITIES The Commission announced today that the Honorable Margaret B. Seymour, U.S. District Judge for the District of South Carolina, entered an Order of Permanent Injunction and Other Relief Against Hussein Hassan El Zein (H. El Zein) on February 19 restraining him from further violations of Sections 5(a), 5(c) and 17(a) of the Securities Act of 1933 and Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5 thereunder. H. El Zein was ordered to pay disgorgement, prejudgment interest and a civil penalty in amounts to be resolved upon motion of the Commission at a later date. H. El Zein consented to the entry of the order without admitting or denying any of the allegations of the Commission's complaint. The Commission's complaint alleged that H. El Zein, Mohamad Elzein (Elzein) and Darin Knee (Knee), from approximately July through October 2001, raised approximately $541,000 from investors in a fraudulent, unregistered offering of securities in the form of investment contracts. The defendants made materially false and misleading statements and omissions in connection with the offers and sales of the investment contracts including, among other things, false historical returns, and promised returns without a reasonable basis therefore. Also, the complaint alleged that the private placement memorandum utilized by the defendants inaccurately stated that Focus Mentors Elzein Management (Focus Mentors) was fully insured by Allstate Insurance Company, such that the assets of Focus Mentors were protected in the unlikely case that Focus Mentors or its executives were to declare bankruptcy and falsely stated that each client's principal investment was protected in the case of acts of dishonesty. These statements were false because Focus Mentors did not have such insurance. The complaint further alleged that Knee promoted Focus Mentors on his MoneyJoe.com website and in his related electronic newsletter called "Insiders Club." Among other things, the complaint alleged that Knee's website described Focus Mentors as a "secure opportunity" with "107% plus principal guaranteed" even though Knee had no reasonable basis for such statements. [SEC v. Mohamad Wael Ibrahim Elzein, individually and d/b/a Focus Mentors Elzein Management; Hussein Hassan El Zein; and Darin Raymond Knee, Civil Action File No. 3:03-2843-24 D.S.C.] (LR-18591) ORDERS OF PERMANENT INJUNCTION AND OTHER RELEIF ENTERED AGAINST FRANCES FLOOD AND SUSIE STROHM On February 20, the Honorable Dale A. Kimball, U.S. District Judge, ordered permanent injunctions from future violations of the antifraud, reporting and issuer books and records provisions of the federal securities laws against Frances M. Flood, former Chairman, CEO and President of ClearOne Communications, Inc. and Susie Strohm, former CFO of ClearOne. Flood was barred from serving as an officer or director of a publicly held company, and Flood and Strohm were ordered to disgorge performance-based compensation and to pay civil money penalties. Both Flood and Strohm consented to entry of the orders without admitting or denying the allegations in the Commission's Complaint, which alleged that for a number of reporting periods beginning with the quarter and fiscal year ended June 30, 2001, they engaged in a program of inflating ClearOne's revenues and net income by engaging in improper revenue recognition. The order against Flood prohibits violations of Section 17(a) of the Securities Act of 1933 and Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5 promulgated thereunder, and aiding and abetting violations of Sections 13(a) and 13(b)(2)(A) of the Exchange Act and Rules 13a-1, 13a-13, 13b2-1 and 12b-20 promulgated thereunder. The order against Flood also provides for disgorgement in the amount of $71,000, prejudgment interest of $2,881.93, a civil penalty of $71,000, and prohibits Flood from acting as an officer or director of any issuer that has a class of securities registered pursuant to Section 12 of the Exchange Act or that is required to file reports pursuant to Section 15(d) of the Exchange Act. The order against Strohm prohibits violations of Section 17(a)(2) and (3) of the Securities Act, aiding and abetting violations of Section 13(a) and 13(b)(2)(A) of the Exchange Act and Rules 13a-1, 13a-13, and 12b-20 promulgated thereunder, and orders her to disgorge $25,000, prejudgment interest of $1,014.75 and pay a civil penalty of $25,000. [SEC v. ClearOne Communications, Inc., et al., Docket No. 2:03CV00055DAK, USDC, D.Ut.] (LR-18592; AAE Rel. 1963) SEC CHARGES MOISES SABA MASRI AND ALBERT SUTTON WITH FRAUD On February 25, the Commission filed a civil action in the U.S. District Court for the Southern District of New York against Moises Saba Masri (Saba), a Mexican national, and Albert Sutton, a broker at Middlegate Securities in New York City, New York. The Commission's complaint alleges that on August 20, 1999, the defendants violated the anti-fraud provisions of the federal securities laws by unlawfully "marking the close" and thereby manipulating the price of T.V. Azteca American Depository Receipts (TZA), which are listed on the New York Stock Exchange. The complaint seeks permanent injunctions and civil penalties against all two defendants, and disgorgement with pre-judgment interest from Saba. According to the Commission's complaint, in February, March, and May 1999, Saba used the brokerage account of Tentafin Limited, an offshore corporation controlled by Saba and his family, at Middlegate to sell a large number of TZA put options having strike prices of $5 and $7.50 and an expiration date of August 20, 1999. These options, if exercised by their holders, contractually obligated Saba to buy nearly 860,000 shares of TZA at $5 per share, and nearly 500,000 shares of TZA at $7.50 per share, on the August 20, 1999 expiration date. The Commission's complaint alleges that on Aug. 20, 1999, the price of TZA ranged from $4.9375 to $5.1875, ultimately hovering at $5 ten minutes prior to the close of trading. According to the complaint, at that point, Saba could reasonably expect that the holders of the TZA put options with a $7.50 strike price would exercise their options, causing a $3.7 million liability in Saba's Tentafin account. If the holders of the TZA put options with a $5 strike price also exercised their options, the complaint further alleges, Saba would likely incur a further liability of $4.3 million. The complaint charges that, in order to avoid incurring this additional liability, Saba instructed Sutton, his broker at Middlegate Securities, to begin buying TZA in the open market during the last ten minutes of trading so as to cause the per share price to close above $5. According to the complaint, Sutton then executed a series of precisely timed purchases with the purpose and effect of causing TZA's per share price to close above $5, thereby enabling Saba to avoid the $4.3 million additional liability on the $5 put options. The complaint alleges that Sutton's incremental purchases of 200,000 TZA during the last ten minutes of trading on August 20, 1999 constituted approximately 94% of the buy-side activity for that security during the last hour of the trading day. The complaint further alleges that, by engaging in these manipulative trades, Saba and Sutton violated Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5 thereunder. [SEC v. Moises Saba Masri, et al., 04 CV 1584 SDNY (RJH)] (LR-18593) INVESTMENT COMPANY ACT RELEASES METLIFE INVESTORS INSURANCE COMPANY, ET AL. An order has been issued on an application filed by MetLife Investors Insurance Company, et al., pursuant to Section 26(c) of the Investment Company Act permitting the substitution of shares of certain portfolios of Met Investors Series Trust and Metropolitan Series Fund, Inc. for shares of certain portfolios of the following funds: AIM Variable Insurance Funds; Alger American Fund; AllianceBernstein Variable Products Series Fund, Inc.; American Century Variable Portfolios, Inc.; Dreyfus Variable Investment Fund; Federated Insurance Series; Variable Insurance Products Fund; Franklin Templeton Variable Insurance Products Trust; Goldman Sachs Variable Insurance Trust; INVESCO Variable Investment Funds, Inc.; MFS Variable Insurance Trust; Liberty Variable Investment Trust; Oppenheimer Variable Account Funds; Putnam Variable Trust; Scudder Variable Series I; Scudder Variable Series II; and Van Kampen Life Investment Trust. The order also exempts applicants from Section 17(a) of the Company Act to the extent necessary to permit certain in-kind transactions in connection with the substitutions. (Rel. IC-26355 - February 24) SELF-REGULATORY ORGANIZATIONS IMMEDIATE EFFECTIVENESS OF PROPOSED RULE CHANGES A proposed rule change (SR-PCX-2004-02) filed by the Pacific Exchange, through its subsidiary PCX Equities, Inc., relating to the elimination of the posting period for an application for reinstatement, 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 March 1, 2004. (Rel. 34-49293) A proposed rule change (SR-Amex-2004-06) filed by the American Stock Exchange relating to small business issuers 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 March 1, 2004. (Rel. 34-49295) A proposed rule change (SR-CHX-2003-39) and Amendment No. 1 thereto filed by the Chicago Stock Exchange relating to membership dues and fees 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 March 1, 2004. (Rel. 34-49297) A proposed rule change (SR-Phlx-2004-13) filed by the Philadelphia Stock Exchange to reduce the value of its Phlx/KBW Bank Index (Index) option (BKX) to one-tenth its present value by multiplying by ten the base market divisor used to calculate the Index, and to increase the position and exercise limits applicable to the BKX has become immediately effective under Section 19(b)(3) of the Securities Exchange Act of 1934. Publication of the proposal is expected in the Federal Register during the week of March 1, 2004. (Rel. 34-49312) APPROVAL OF PROPOSED RULE CHANGES The Commission has approved a proposed rule change (SR-NSCC-2003-15) filed by the National Securities Clearing Corporation under Section 19(b) of the Exchange Act which allows NSCC to implement a real-time trade matching system (RTTM) for certain NSCC-eligible corporate bonds, municipal bonds, and unit investment trusts in 2004. Publication of the proposal is expected in the Federal Register during the week of March 1, 2004. (Rel. 34-49294) The Commission has approved a proposed rule change (SR-BSE-2002-06) filed by the Boston Stock Exchange under Section 19(b) of the Exchange Act whereby BSE is amending various Articles of its Constitution and sections of its Rules in order to clarify BSE's liability with respect to its members' contractual obligations. Publication of the proposal is expected in the Federal Register during the week of March 1, 2004. (Rel. 34-49304) The Commission has approved a proposed rule change (SR-BSECC-2003-01) filed by the Boston Stock Exchange Clearing Corporation under Section 19(b) of the Exchange Act that allows BSECC to delete or amend certain Sections of the BSECC Rules to clarify BSECC's liability and clearing agency services. Publication of the proposal is expected in the Federal Register during the week of March 1, 2004. (Rel. 34-49305) The Commission approved a proposed rule change (SR-Phlx-2003-72) submitted under Section 19(b)(1) of the Securities Exchange Act of 1934 by the Philadelphia Stock Exchange to reduce strike price intervals for index options. (Rel. 34-49311) ACCELERATED APPROVAL OF PROPOSED RULE CHANGES The Commission granted accelerated approval to a proposed rule change (SR-BSE-2004-07) and Amendment No 1 thereto submitted by the Boston Stock Exchange under Rule 19b-4 of the Securities Exchange Act of 1934 relating to the extension of an Options Intermarket Linkage fee pilot program. Publication of the proposal is expected in the Federal Register during the week of March 1, 2004. (Rel. 34-49300) The Commission granted accelerated approval to a proposed rule change (SR-NASD-2004-030) submitted by the National Association of Securities Dealers under Rule 19b-4 of the Securities Exchange Act of 1934 relating to the Listing and Trading of 97% Protected Notes Linked to the Dow Jones Industrial Average. Publication of the proposal is expected in the Federal Register during the week of March 1, 2004. (Rel. 34-49301) PROPOSED RULE CHANGES The Chicago Stock Exchange filed a proposed rule change (SR-CHX-2004-01) and Amendment No. 1 thereto under Section 19(b)(1) of the Securities Exchange Act of 1934 relating to membership dues and fees. Publication of the proposal is expected in the Federal Register during the week of March 1, 2004. (Rel. 34-49298) The American Stock Exchange filed a proposed rule change and Amendment No. 1 thereto (SR-Amex-2003-86) pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 to amend Section 605 of the Exchange's Company Guide relating to the requirements applicable to listed company auditors. Publication of the proposal is expected in the Federal Register during the week of March 1, 2004. (Rel. 34-49302) The National Association of Securities Dealers, through its subsidiary, the Nasdaq Stock Market, Inc., has filed a proposed rule change (SR-NASD- 2004-018) and Amendment No. 1 thereto to amend the procedures for review of Nasdaq listing determinations. (Rel. 34-49306) 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 MAPINFO CORP, ONE GLOBAL VIEW, TROY, NY, 12180, 5182856000 - 4,025,000 ($57,356,250.00) Equity, (File 333-113029 - Feb. 24) (BR. 03) S-3 SCOTTISH RE GROUP LTD, GRAND PAVILION COMMERCIAL CENTRE, 802 WEST BAY RD GEORGE TOWN GRAND CAYMAN, GRAND CAYMAN CAYMAN, E9, 00000, 3459492800 - 0 ($750,000,000.00) Other, (File 333-113030 - Feb. 24) (BR. 01) S-3 ROFIN SINAR TECHNOLOGIES INC, 40984 CONCEPT DRIVE, PLYMOUTH, MI, 48170, 7344555400 - 3,450,000 ($124,200,000.00) Equity, (File 333-113031 - Feb. 24) (BR. 36) S-3 REALTY INCOME CORP, 220 W CREST ST, ESCONDIDO, CA, 92025-1707, 7607412111 - 0 ($800,000,000.00) Other, (File 333-113032 - Feb. 24) (BR. 08) S-4 JUNIPER NETWORKS INC, 1194 NORTH MATHILDA AVE, SUNNYVALE, CA, 94089, 6505268000 - 0 ($3,978,483,255.90) Equity, (File 333-113033 - Feb. 24) (BR. 03) SB-2 COLLINS GROWTH & INCOME FUND LLC, 0 ($25,000,000.00) Limited Partnership Interests, (File 333-113034 - Feb. 24) (BR. 09) S-8 EDGETECH SERVICES INC, 18 WYNFORD DRIVE, SUITE 615, TORONTO, A1, 00000, 416-441-4046 - 3,400,000 ($552,500.00) Equity, (File 333-113035 - Feb. 24) (BR. 05) S-3 PIONEER DRILLING CO, 9310 BROADWAY BLDG I, SAN ANTONIO, TX, 78217, 5128287689 - 0 ($27,940,000.00) Equity, (File 333-113036 - Feb. 24) (BR. 04) S-3 MENTOR CORP /MN/, 201 MENTOR DR, SANTA BARBARA, CA, 93111, 8058796000 - 0 ($150,000,000.00) Debt Convertible into Equity, (File 333-113037 - Feb. 24) (BR. 36) F-10 NOVA CHEMICALS CORP /NEW, 1000, SEVENTH AVENUE S.W., CALGARY, A0, T2P 5L5, 4037503600 - 0 ($400,000,000.00) Other, (File 333-113038 - Feb. 24) (BR. 02) S-8 ANALOGIC CORP, 8 CENTENNIAL DR, PEABODY, MA, 01960, 9789773000 - 0 ($4,237,000.00) Equity, (File 333-113039 - Feb. 24) (BR. 36) S-8 ANALOGIC CORP, 8 CENTENNIAL DR, PEABODY, MA, 01960, 9789773000 - 0 ($8,474,000.00) Equity, (File 333-113040 - Feb. 24) (BR. 36) S-8 ROCKWELL AUTOMATION INC, 777 EAST WISCONSIN AVENUE SUITE 1400, MILWAUKEE, WI, 53202, 414-212-5299 - 8,000,000 ($240,560,000.00) Equity, (File 333-113041 - Feb. 24) (BR. 36) S-3 CONTANGO OIL & GAS CO, 3700 BUFFALO SPEEDWAY SUITE 960, HOUSTON, TX, 77098, 7139601901 - 3,988,216 ($30,828,909.68) Equity, (File 333-113042 - Feb. 24) (BR. 04) S-3 TEGAL CORP /DE/, 2201 S MCDOWELL BLVD, PO BOX 6020, PETALUMA, CA, 94955, 7077635600 - 1,500,000 ($3,750,000.00) Equity, (File 333-113045 - Feb. 24) (BR. 36) S-8 PHOTONICS CORP, 47 SOUTH PALM, SUITE 210, SARASOTA, FL, 34236, 9727453020 - 18,000,000 ($162,000.00) Debt Convertible into Equity, (File 333-113047 - Feb. 24) (BR. 03) S-8 IVANHOE MINES LTD, SUITE 654, 999 CANADA PLACE, VANCOUVER, A1, V6C 3E1, 604 688 5755 - 20,000,000 ($129,000,000.00) Equity, (File 333-113048 - Feb. 24) (BR. 04) S-8 EIDOS PLC, WIMBLEDON BRIDGE HOUSE 1 HARTFIELD RD, WIMBLEDON, LONDON SW19 3RV, WIMBELEDON LONDON UK, X0, 011441816363000 - 4,005,923 ($10,515,547.87) ADRs/ADSs, (File 333-113049 - Feb. 24) (BR. 03) SB-2 QT 5 INC, 5655 LINDERO CANYON ROAD, SUITE 120, WESTLAKE VILLAGE, CA, 91362, (866) 508-8378 - 184,608,958 ($4,495,229.95) Equity, (File 333-113051 - Feb. 24) (BR. 01) S-8 STONEPATH GROUP INC, TWO PENN CENTER PLAZA, SUITE 605, PHILADLEPHIA, PA, 19102, 4155754755 - 8,075,000 ($26,122,625.00) Equity, (File 333-113052 - Feb. 24) (BR. 08) S-8 NEXIA HOLDINGS INC, 268 WEST 400 SOUTH, STE 300, SALT LAKE CITY, UT, 84101, 8015758073 - 100,000,000 ($600,000.00) Equity, (File 333-113053 - Feb. 24) (BR. 09) S-8 IVANHOE ENERGY INC, SUITE 654, 999 CANADA PLACE, VANCOUVER, A1, V6C 3E1, 8,000,000 ($8,960,000.00) Equity, (File 333-113054 - Feb. 24) (BR. 04) S-8 TORBAY HOLDINGS INC, 140 OLD COUNTRY ROAD, SUITE 205, MINEOLA, NY, 11501, 5167475955 - 5,000,000 ($125,000.00) Equity, (File 333-113055 - Feb. 24) (BR. 06) S-8 VICTORY CAPITAL HOLDINGS CORP, 9005 COBBLE CANYON RD, SANDY, UT, 84093, 8013637411 - 6,000,000 ($960,000.00) Equity, (File 333-113056 - Feb. 24) (BR. 09) S-8 WORLD GOLF LEAGUE INC, 258 EAST ALTAMONTE DRIVE, ,, ALTAMONTE SPRINGS, FL, 32701, 4073316272 - 5,000,000 ($200,000.00) Equity, (File 333-113057 - Feb. 24) (BR. 09) S-3 HERSHA HOSPITALITY TRUST, 148 SHERATON DRIVE, BOX A, NEW CUMBERLAND, PA, 17070, 7177702405 - 4,058,770 ($47,122,319.70) Equity, (File 333-113058 - Feb. 24) (BR. 08) S-8 HECTOR COMMUNICATIONS CORP, 211 S MAIN ST, P O BOX 428, HECTOR, MN, 55342, 6128486611 - 0 ($5,876,000.00) Equity, (File 333-113059 - Feb. 24) (BR. 37) SB-2 PUBLIC MEDIA WORKS, 9175 MAINWARING ROAD, SIDNEY BC, A1, V8L 1J9, 2506564490 - 0 ($10,000,000.00) Equity, (File 333-113060 - Feb. 24) (BR. 09) S-3 HERSHA HOSPITALITY TRUST, 148 SHERATON DRIVE, BOX A, NEW CUMBERLAND, PA, 17070, 7177702405 - 0 ($200,000,000.00) Equity, (File 333-113061 - Feb. 24) (BR. 08) S-3 SANGAMO BIOSCIENCES INC, 501 CANAL BLVD, SUITE A100, RICHMOND, CA, 94804, 5109706000 - 0 ($30,000,000.00) Equity, (File 333-113062 - Feb. 24) (BR. 01) F-6 KAO CORP, 14-10 NIHONBASHI KAYABACHO 1 CHOME, CHUO-KU, TOKYO, JAPAN, M0, 103-8210, 81336607049 - 100,000,000 ($5,000,000.00) ADRs/ADSs, (File 333-113063 - Feb. 24) (BR. ) 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 ------------------------------------------------------------------------------------------------ 1 800 CONTACTS INC DE X X 02/24/04 AARON RENTS INC GA X X 02/24/04 ABGENIX INC DE X X 02/24/04 ABRAXAS PETROLEUM CORP NV X 02/24/04 ACT TELECONFERENCING INC CO X X 02/20/04 ADVANCED MEDICAL OPTICS INC DE X 02/24/04 AEI INCOME & GROWTH FUND XXI LTD PART MN X X 02/09/04 AEI NET LEASE INCOME & GROWTH FUND XX MN X X 02/09/04 AIRNET SYSTEMS INC OH X X 01/20/04 AKSYS LTD DE X 02/24/04 AKSYS LTD DE X X 02/24/04 AKSYS LTD DE X X 02/24/04 ALEXANDERS J CORP TN X X 02/23/04 ALLEGHENY ENERGY INC MD X 02/24/04 ALLEGIANT BANCORP INC/MO/ MO X 02/23/04 ALNILAM CORP NV X 02/10/04 AMBIENT CORP /NY DE X X 02/24/04 AMEN PROPERTIES INC DE X X 02/19/04 AMERICA SERVICE GROUP INC /DE DE X 02/23/04 AMERICAN ELECTRIC POWER CO INC NY X X 02/24/04 AMERICAN HONDA REC CORP HONDA AUTO RE CA X X 01/31/04 AMERICAN HONDA RECEIVABLES CORP AUTO CA X X 01/31/04 AMERICAN HONDA RECEIVABLES CORP HONDA CA X X 01/31/04 AMERICAN HONDA RECEIVABLES CORP HONDA CA X X 01/31/04 AMERICAN INTERNATIONAL PETROLEUM CORP NV X 02/24/04 AMERICAN WOODMARK CORP VA X X 01/31/04 AMERIQUEST MORTGAGE SECURITIES INC AS DE X X 01/23/04 AMPHENOL CORP /DE/ DE X X 02/23/04 AMSURG CORP TN X X 02/24/04 AMYLIN PHARMACEUTICALS INC DE X X 02/24/04 ANACOMP INC IN X X 02/20/04 ANGLOTAJIK MINERALS INC NV X 02/13/04 ANTS SOFTWARE INC DE X 02/23/04 APPLEBEES INTERNATIONAL INC DE X 02/23/04 APPLEBEES INTERNATIONAL INC DE X 02/23/04 APPLEWOODS RESTAURANTS INC NV X 02/20/04 AQUATIC CELLULOSE INTERNATIONAL CORP X X 02/16/04 ARC COMMUNICATIONS INC NJ X 12/08/03 AMEND ARGONAUT TECHNOLOGIES INC DE X 12/31/03 ARIAD PHARMACEUTICALS INC DE X X 02/24/04 ARLINGTON HOSPITALITY INC DE X X 02/24/04 ARTISOFT INC DE X X 02/23/04 ASCENDANT SOLUTIONS INC DE X 02/23/04 ASHLAND INC KY X X 02/24/04 ATA HOLDINGS CORP IN X 02/24/04 ATLANTIS PLASTICS INC FL X X 02/19/04 AURORA FOODS INC /DE/ DE X X 02/23/04 AVANT IMMUNOTHERAPEUTICS INC DE X X 02/24/04 BANC OF AMERICA COMMERCIAL MORTGAGE I DE X X 02/24/04 BANC OF AMERICA MORTGAGE SECURITIES I DE X X 02/23/04 BANC OF AMERICA MORTGAGE SECURITIES I DE X X 02/24/04 BANKUNITED FINANCIAL CORP FL X X 02/23/04 BANKUNITED FINANCIAL CORP FL X X 02/24/04 BEAR STEARNS COMMERCIAL MORTGAGE SECU DE X X 02/20/04 BEDFORD PROPERTY INVESTORS INC/MD MD X 02/24/04 AMEND BEL FUSE INC /NJ NJ X X 02/19/04 AMEND BELL INDUSTRIES INC /NEW/ CA X X 02/20/04 BIOMARIN PHARMACEUTICAL INC DE X X 02/23/04 BOYKIN LODGING CO OH X X 02/24/04 BRE PROPERTIES INC /MD/ MD X X 02/24/04 BSQUARE CORP /WA WA X X 02/24/04 BUCA INC /MN MN X X X 02/24/04 BUSINESS OBJECTS SA X X 12/11/03 AMEND BUTLER NATIONAL CORP DE X X 02/24/04 C-CHIP TECHNOLOGIES CORP NV X X 02/23/03 CALPINE CORP DE X 02/20/04 CALPINE CORP DE X 02/24/04 CARCO AUTO LOAN MASTER TRUST DE X X 02/17/04 CASTLE A M & CO MD X 02/24/04 CB RICHARD ELLIS GROUP INC DE X X 02/18/04 CENTURY BUSINESS SERVICES INC DE X X 02/17/04 CERTRON CORP CA X 02/11/04 AMEND CH2M HILL COMPANIES LTD OR X X 12/12/03 AMEND CHAMPION INDUSTRIES INC WV X 02/24/04 CHESAPEAKE ENERGY CORP OK X X 02/23/04 CHROMAVISION MEDICAL SYSTEMS INC DE X 02/19/04 CITADEL SECURITY SOFTWARE INC DE X 02/19/04 CNL RETIREMENT PROPERTIES INC MD X X 02/24/04 COLLAGENEX PHARMACEUTICALS INC DE X 02/24/04 COMMERCIAL CAPITAL BANCORP INC NV X X 02/24/04 COMSTOCK RESOURCES INC NV X X 02/19/04 CONGOLEUM CORP DE X 02/24/04 CONSPIRACY ENTERTAINMENT HOLDINGS INC UT X 02/23/04 CONTANGO OIL & GAS CO DE X X 02/24/04 COPART INC CA X X 02/24/04 COPPER MOUNTAIN NETWORKS INC DE X X 02/24/04 CORAUTUS GENETICS INC DE X 02/24/04 CORNERSTONE REALTY FUND LLC CA X 12/10/03 AMEND CREDENCE SYSTEMS CORP DE X X 02/24/04 CREDIT SUISSE FIRST BOSTON MORTGAGE S DE X X 02/24/04 CROSS COUNTRY HEALTHCARE INC DE X X X 02/24/04 CROSSROADS SYSTEMS INC DE X 02/24/04 CULP INC NC X 02/01/04 CYGNI INVESTMENTS INC NV X 02/10/04 DAIMLERCHRYSLER MASTER OWNER TRUST X X 02/17/04 DALEEN TECHNOLOGIES INC DE X 02/24/04 DEUTSCHE COMMERCIAL MORTGAGE PASS THR DE X X 02/24/04 DICKS SPORTING GOODS INC DE X X 02/18/04 DIGIMARC CORP DE X X X 02/24/04 DIGITAL VIDEO SYSTEMS INC DE X X 02/17/04 DOCUCORP INTERNATIONAL INC DE X X 02/18/04 DOLLAR TREE STORES INC VA X X 02/24/04 DOMINION RESOURCES BLACK WARRIOR TRUS DE X X 02/19/04 DOT HILL SYSTEMS CORP NY X X 02/24/04 DTE ENERGY CO MI X X 02/24/04 ELECTRONIC SYSTEMS TECHNOLOGY INC WA X X 02/20/04 EMC INSURANCE GROUP INC IA X 12/31/03 ENDO PHARMACEUTICALS HOLDINGS INC DE X X 02/24/04 EOG RESOURCES INC DE X 12/31/03 EPIQ SYSTEMS INC MO X X 02/24/04 EPOCH BIOSCIENCES INC DE X X 02/23/04 EUNIVERSE INC DE X X 02/23/04 EXACT SCIENCES CORP DE X 02/23/04 EYETECH PHARMACEUTICALS INC DE X 02/23/04 FARMER BROTHERS CO CA X 02/24/03 FARMLAND INDUSTRIES INC KS X X 02/23/04 FEDERATED DEPARTMENT STORES INC /DE/ DE X 02/24/04 FIRST BUSEY CORP /NV/ NV X X 02/24/04 FIRST FRANKLIN CORP DE X X 02/20/04 FIRST NATIONAL COMMUNITY BANCORP INC PA X X 02/24/04 FIRST POTOMAC REALTY TRUST MD X X 02/18/04 AMEND FIRST SECURITY BANCORP INC /KY/ KY X 02/17/04 FIRST STATE BANCORPORATION NM X 02/18/04 FIRST UNION COM MOR SEC INC COM MOR P NY X X 02/18/04 FIRST UNION COMM MORT TRUST COMM MOR NY X X 02/15/04 FIRST UNION LEH BRO BANK OF AMER COM NY X X 02/16/04 FIRST UNITED CORP/MD/ MD X 02/24/04 FIRSTENERGY CORP OH X 02/24/04 FIRSTFED FINANCIAL CORP DE X 01/31/04 FLEMING COMPANIES INC /OK/ OK X X 01/23/04 FORMFACTOR INC DE X 02/24/04 FORTUNE BRANDS INC DE X 02/24/04 FOSSIL INC DE X X 02/24/04 FRIENDLY ICE CREAM CORP MA X X 02/24/04 FRIENDLY ICE CREAM CORP MA X X 02/24/04 G REIT INC VA X X 02/13/04 GENTA INC DE/ DE X 02/11/04 GLOBAL INTERNET COMMUNICATIONS INC NV X 02/16/04 GLYCOGENESYS INC NV X X 02/24/04 GOLDMAN SACHS ASSET BACKED SECURITIES X X 02/24/04 GOODRICH CORP NY X 02/24/04 GUILFORD PHARMACEUTICALS INC DE X 02/24/04 GULFMARK OFFSHORE INC DE X 02/24/04 H&R BLOCK INC MO X X 05/12/03 AMEND H&R BLOCK INC MO X X 05/12/03 AMEND HANCOCK HOLDING CO MS X 02/24/04 HANCOCK JOHN FINANCIAL SERVICES INC X X 02/24/04 HANOVER CAPITAL MORTGAGE HOLDINGS INC MD X X 02/23/04 HARTCOURT COMPANIES INC UT X X 02/24/04 HARVEY ELECTRONICS INC NY X 02/20/04 HEALTH & NUTRITION SYSTEMS INTERNATIO FL X X 02/19/04 HERITAGE PROPANE PARTNERS L P DE X X 02/23/04 HICKOK INC OH X 02/24/04 HOME DEPOT INC DE X 02/24/04 HOME PRODUCTS INTERNATIONAL INC DE X X 02/24/04 HOST MARRIOTT CORP/ MD X X 02/24/04 HOST MARRIOTT CORP/ MD X X 02/24/04 I FLOW CORP /DE/ DE X 02/24/04 ICAD INC DE X 02/24/04 IMH ASSETS CORP DE X X 02/24/04 IMPAC SECURED ASSETS CORP CA X X X 02/24/04 IMPATH INC DE X X 02/20/04 INDUSTRIES INTERNATIONAL INC NV X 02/05/04 INDYMAC MBS INC X X 02/24/04 INGRAM MICRO INC DE X X 02/24/04 INLAND REAL ESTATE CORP MD X 02/24/04 INSITE VISION INC DE X 02/19/04 INTEGRA BANK CORP IN X X 02/24/04 INTELLISYNC CORP DE X X 02/24/04 INTELLISYNC CORP DE X X 02/24/04 INTERCEPT INC GA X 02/18/04 INTERNATIONAL THOROUGHBRED BREEDERS I DE X X 02/24/04 INTERNATIONAL TRUST & FINANCIAL SYSTE X X X 01/19/04 ISOLAGEN INC DE X 02/24/04 JAMESON INNS INC GA X X 02/24/04 JASMINES GARDEN NV X 02/19/04 JEWETT CAMERON TRADING CO LTD OR X 02/17/04 JOSTENS INC MN X X 02/24/04 K TRON INTERNATIONAL INC NJ X 02/23/04 KAYDON CORP DE X X 02/24/04 KINETIC CONCEPTS INC /TX/ TX X X 02/23/04 KRONOS WORLDWIDE INC X X 02/24/04 KV PHARMACEUTICAL CO /DE/ DE X 02/23/04 LABORATORY CORP OF AMERICA HOLDINGS DE X 01/27/04 LABORATORY CORP OF AMERICA HOLDINGS DE X 02/24/04 AMEND LANCER CORP /TX/ TX X X 02/03/04 AMEND LEOPARD CAPITAL INC NV X X X 02/09/04 LKQ CORP DE X X 02/17/04 LL&E ROYALTY TRUST TX X X X 02/24/04 LONGVIEW FIBRE CO WA X X 01/31/04 LOUDEYE CORP DE X 02/24/04 LUBYS INC DE X 02/24/04 LUCILLE FARMS INC DE X X 02/24/03 MARCONI CORP PLC X0 X 02/24/04 MARCONI CORP PLC X0 X 02/24/04 MARKLAND TECHNOLOGIES INC FL X 02/24/04 MBNA AMERICA BANK NATIONAL ASSOCIATIO DE X X 02/24/04 MEDIA 100 INC DE X 02/24/04 MEDIACOM COMMUNICATIONS CORP DE X 02/24/04 MEDIALINK WORLDWIDE INC DE X 02/23/04 MERRILL LYNCH MORTGAGE INVESTORS INC DE X X 02/24/04 METROPOLITAN HEALTH NETWORKS INC FL X 02/24/04 MEZZANINE INVESTMENT CORP NV X 02/10/04 MICROHELIX INC OR X X 02/17/04 MICRON ENVIRO SYSTEMS INC NV X 02/23/04 MICROTEK MEDICAL HOLDINGS INC GA X 02/24/04 MILESTONE SCIENTIFIC INC/NJ DE X 02/23/04 MOCON INC MN X X 02/24/04 MONEY STORE COMMERCIAL MORTGAGE INC NJ X X 02/17/04 MONEY STORE INVESTMENT CORP NJ X X 02/17/04 MONEY STORE SBA ADJUSTABLE RATE CERTI NJ X X 02/17/04 MTI TECHNOLOGY CORP DE X X 02/17/04 NATIONAL PENN BANCSHARES INC PA X X X 02/20/04 NAUTILUS GROUP INC WA X X 02/17/04 NEBRASKA BOOK CO KS X 02/24/04 AMEND NEORX CORP WA X X 02/20/04 NETSCREEN TECHNOLOGIES INC DE X 11/14/03 AMEND NEWALLIANCE BANCSHARES INC X 02/24/04 NEWPORT CORP NV X 02/10/04 NEWPORT INTERNATIONAL GROUP INC DE X 02/12/04 NEXTEL PARTNERS INC DE X 02/23/04 NITTANY FINANCIAL CORP PA X X X 02/24/04 NL INDUSTRIES INC NJ X X 02/24/04 NOLAND CO VA X 02/24/04 NORTH BAY BANCORP/CA CA X X 02/09/04 NORTH PITTSBURGH SYSTEMS INC PA X 02/24/04 NORTHWEST PIPE CO OR X X 02/24/04 NOVASTAR MORTGAGE FUNDING CORP DE X X 02/24/04 NUMEREX CORP /PA/ PA X X 02/23/04 OAK RIDGE MICRO-ENERGY INC CO X X 02/19/04 OHARA RESOURCES LTD NV X 02/23/04 OLD POINT FINANCIAL CORP VA X 02/24/04 OLIN CORP VA X X 02/24/04 ON ASSIGNMENT INC DE X 02/24/04 ONEOK INC /NEW/ OK X X 02/23/04 OPTION CARE INC/DE DE X X 02/17/04 OUTBACK STEAKHOUSE INC DE X 02/18/04 OWENS ILLINOIS INC /DE/ DE X 02/20/04 PACIFIC ENTERPRISES INC CA X X 02/24/04 PAID INC DE X 02/23/04 PARTNERS TRUST FINANCIAL GROUP INC X 02/24/04 PATH 1 NETWORK TECHNOLOGIES INC DE X 02/24/04 PENNICHUCK CORP NH X X 02/24/04 PETROGEN CORP NV X 02/23/04 PFF BANCORP INC DE X 02/20/04 PFSWEB INC DE X 02/23/04 PHILADELPHIA CONSOLIDATED HOLDING COR PA X X X 02/12/04 PHOENIX COMPANIES INC/DE DE X X 02/24/04 PHOENIX FOOTWEAR GROUP INC DE X X 02/23/04 PHOTRONICS INC CT X X 02/23/04 PINNACLE ENTERTAINMENT INC DE X X 02/23/04 PIONEER DRILLING CO TX X X 02/23/04 PIVOTAL CORP X 02/23/04 PLAINS ALL AMERICAN PIPELINE LP DE X X X 02/24/04 PORTAL SOFTWARE INC DE X X X 02/24/04 PRE PAID LEGAL SERVICES INC OK X X 12/31/03 PRIME MEDICAL SERVICES INC /TX/ DE X X 02/24/04 PROGRESS ENERGY INC NC X 02/24/04 PROSOFTTRAINING COM NV X X 02/22/04 PROSOFTTRAINING COM NV X X 02/24/04 PURCHASESOFT INC DE X X X 02/24/04 QUADRAMED CORP DE X 02/24/04 QUICKSILVER RESOURCES INC DE X X 02/20/04 QUIDEL CORP /DE/ DE X X 02/23/04 QUINCY RESOURCES INC NV X 02/23/04 RCG COMPANIES INC DE X X 02/24/04 REALITY INTERACTIVE INC MN X 02/23/04 REGENERON PHARMACEUTICALS INC NY X X 02/24/04 REPUBLIC BANCORP INC MI X 02/24/04 REPUBLIC BANCORP INC MI X 02/20/04 RESIDENTIAL ASSET SECURITIES CORP DE X X 02/24/04 REVLON INC /DE/ DE X 02/24/04 RIVOLI BANCORP INC GA X 02/19/04 ROBBINS & MYERS INC OH X 02/24/04 ROCKPORT HEALTHCARE GROUP INC DE X X 02/17/04 ROLLINS INC DE X 02/17/04 ROTO-ROOTER INC DE X X 02/24/04 ROUSE COMPANY MD X 02/20/04 RPC INC DE X X 02/17/04 AMEND RSA SECURITY INC/DE/ DE X X 02/24/04 RURAL CELLULAR CORP MN X X 02/24/04 SAFEGUARD SCIENTIFICS INC PA X X 02/23/04 SAFETY INSURANCE GROUP INC DE X X 02/24/04 SAN DIEGO GAS & ELECTRIC CO CA X X 02/24/04 SBE INC DE X X X 01/31/04 SCHAWK INC DE X 02/24/04 SCICLONE PHARMACEUTICALS INC CA X X 02/24/04 SCOTTISH RE GROUP LTD E9 X X 02/12/04 SELECT MEDICAL CORP DE X 02/23/04 SEMPRA ENERGY CA X X 02/24/04 SEMTECH CORP DE X X 02/24/04 SEMTECH CORP DE X X X 02/24/04 SENETEK PLC /ENG/ X X 02/19/04 SENETEK PLC /ENG/ X X 02/23/04 SEQUOIA RESIDENTIAL FUNDING INC X 02/20/04 SERVICE 1ST BANCORP CA X X 02/24/04 SIMPSON MANUFACTURING CO INC /CA/ DE X 02/23/04 SIRICOMM INC DE X X 02/18/04 SKY FINANCIAL GROUP INC OH X X 02/24/04 SOLOMON TECHNOLOGIES INC DE X 02/18/04 SONIC AUTOMOTIVE INC DE X X 02/24/04 SONIC AUTOMOTIVE INC DE X 02/24/04 SONOMA VALLEY BANCORP CA X X 02/18/04 SOUTHWEST BANCORP INC OK X X X 02/02/04 SPECIALIZED HEALTH PRODUCTS INTERNATI DE X 02/24/04 STERLING FINANCIAL CORP /PA/ PA X X 02/24/04 STONEPATH GROUP INC DE X X 02/09/04 STRUCTURED ASSET SECURITIES CORP DE X X 02/23/04 STRUCTURED PRODUCTS CORP DE X 02/11/04 TAIWAN GREATER CHINA FUND MA X 02/24/04 TALBOTS INC DE X X 01/28/04 TANGER FACTORY OUTLET CENTERS INC NC X 12/31/03 TANKLESS SYSTEMS WORLDWIDE INC NV X 02/23/04 TARANTELLA INC CA X X 02/23/04 AMEND THIRD WAVE TECHNOLOGIES INC /WI DE X X 02/24/04 TILLMAN INTERNATIONAL INC UT X X X 02/09/04 TORO CO DE X 02/24/04 TOWN SPORTS INTERNATIONAL INC NY X X 02/24/04 TRANSAX INTERNATIONAL LTD CO X 02/23/04 TRESTLE HOLDINGS INC DE X X 02/23/04 TRIAD HOSPITALS INC DE X X 02/23/04 TRINITY LEARNING CORP UT X 02/23/04 TRINITY LEARNING CORP UT X 02/23/04 TRINITY LEARNING CORP UT X 02/24/04 TUESDAY MORNING CORP/DE DE X 02/24/04 ULTRALIFE BATTERIES INC DE X X 02/24/04 UNITED DEFENSE INDUSTRIES INC DE X X 02/17/04 UNITED THERAPEUTICS CORP DE X X 02/24/04 UNIVERSAL SECURITY INSTRUMENTS INC MD X 02/24/04 US CAN CORP DE X 12/31/03 USAA ACCEPTANCE LLC X X 02/23/04 VA SOFTWARE CORP DE X X 02/24/04 VALMONT INDUSTRIES INC DE X X 02/23/04 VAXGEN INC DE X 02/17/04 VCA ANTECH INC DE X X X 02/24/04 VERIDICOM INTERNATIONAL INC DE X X 02/11/04 AMEND VERISITY LTD X X 02/09/04 WACHOVIA COMMERCIAL MORTGAGE SECURITI NC X 02/18/04 WAMU MORTGAGE PASS-THROUGH CERTIFICAT DE X 02/12/04 WATLEY A B GROUP INC DE X 02/23/04 AMEND WEIGHT WATCHERS INTERNATIONAL INC VA X X 02/24/04 WEINGARTEN REALTY INVESTORS /TX/ TX X X 12/31/03 WESTERN DIGITAL CORP DE X 02/24/04 WEYCO GROUP INC WI X 02/23/04 WFS FINANCIAL 2003 4 OWNER TRUST CA X X 02/20/04 WFS FINANCIAL 2003-1 OWNER TRUST CA X X 02/20/04 WFS FINANCIAL 2003-2 OWNER TRUST CA X X 02/20/04 WFS FINANCIAL 2003-3 OWNER TRUST NV X X 02/20/04 WHITELIGHT TECHNOLOGIES INC NV X 02/10/04 WHITTIER ENERGY CORP NV X X 02/20/03 WILD OATS MARKETS INC DE X 02/24/04 WILLBROS GROUP INC R1 X 02/23/04 WILLIAM LYON HOMES DE X X 02/20/04 WINSTON HOTELS INC NC X X 02/24/04 WORLDCOM INC GA X X 02/23/04 XO COMMUNICATIONS INC DE X X 02/19/04 XOMA LTD /DE/ DE X X 11/26/01 AMEND XTO ENERGY INC DE X X 02/19/04 YORK WATER CO PA X 02/24/04 YP NET INC NV X X 02/23/04 Z TEL TECHNOLOGIES INC DE X 02/20/04 AGREE REALTY CORP DE X X 02/24/04