SEC NEWS DIGEST Issue 2004-97 May 19, 2004 COMMISSION ANNOUNCEMENTS COMMISSION MEETINGS Following is a schedule of Commission meetings, which will be conducted under provisions of the Government in the Sunshine Act. Meetings will be scheduled according to the requirements of agenda items under consideration. Visitors are welcome at all open meetings, insofar as space is available. Persons wishing to photograph or videotape Commission meetings must obtain permission in advance from the Secretary of the Commission. Persons wishing to tape record a Commission meeting should notify the Secretary's office 48 hours in advance of the meeting. Any member of the public who requires auxiliary aids such as a sign language interpreter or material on tape to attend a public meeting should contact Rochelle Franks, Office of Administrative and Personnel Management, to make arrangements. Ms. Franks can be reached at TTY number (202) 942-9558. If you are calling from a non-TTY number, please call the Relay Service at 1-800-877-8339. CLOSED MEETING - MAY 25, 2004 - 11:00 A.M. The subject matter of the Closed Meeting scheduled for Tuesday, May 25, 2004 will be Formal order of investigation; Institution and settlement of injunctive actions; and Institution and settlement of administrative proceedings of an enforcement nature. OPEN MEETING - MAY 26, 2004 - 10:00 A.M. The subject matter of the Open Meeting scheduled for Wednesday, May 26, 2004 will be as follows. 1. The Commission will consider whether to adopt amendments to Form N- 1A under the Securities Act of 1933 and the Investment Company Act of 1940 that would require an open-end management investment company to provide enhanced prospectus disclosure regarding breakpoint discounts on front-end sales loads. For further information, please contact Christian L. Broadbent at (202) 942-0721. 2. The Commission will consider whether to adopt new rule 204A-1 under the Investment Advisers Act of 1940 ("Advisers Act"). The rule would require investment advisers to adopt codes of ethics that would set forth standards of conduct for advisory personnel and address conflicts that arise from personal trading by advisory personnel. The Commission will also consider whether to adopt related amendments to Advisers Act rule 204-2, Advisers Act Form ADV, and rule 17j-1 under the Investment Company Act of 1940. For further information, please contact Robert Tuleya at (202) 942- 0719. 3. The Commission will consider whether to propose a new rule under Section 17A of the Securities Exchange Act of 1934 ("Exchange Act") that would prohibit registered transfer agents from effecting any transfer of an equity securities registered under Section 12 or 15(d) of the Exchange Act where transfer of such security to or from securities intermediaries is restricted or prohibited. The term "securities intermediary" would be defined in the rule as a clearing agency registered under Section 17A of the Exchange Act or a person, including a bank, broker, or dealer, that in the ordinary course of its business maintains securities accounts for others. For purposes of the proposed rule, the term "equity securities" excludes securities issued by partnerships, as defined in 229.901(b) of Regulation S-K, as well as any other equity security the Commission may exempt. For further information, please contact Jerry Carpenter or Susan Petersen, at (202) 942-4187. 4. The Commission will hear oral argument on appeals by Clarke T. Blizzard and the Division of Enforcement from the decision of an administrative law judge. Blizzard was formerly a senior vice president and managing director of Shawmut Investment Advisers, Inc. ("Shawmut"). Rudolph Abel, formerly Shawmut's president and chief investment officer, opposes the Division's petition for review. The law judge found that Blizzard willfully aided and abetted and caused violations of Section 206(1) and 206(2) of the Investment Advisers Act of 1940 by Shawmut. The law judge found that charges that Abel aided and abetted violations of those provisions were unproven because no primary violations by Shawmut were established during the period that Abel was employed at Shawmut. The law judge ordered Blizzard to cease and desist from committing or causing any violations or future violations of Section 206 of the Advisers Act; to disgorge commissions in the amount of $548,233, plus pre-judgment interest; to pay a civil money penalty of $100,000; and to be suspended for 90 days from association with an investment adviser. Among the issues likely to be argued are: 1. Whether Shawmut committed the alleged primary violation on which aiding and abetting liability by Blizzard and Abel may be premised. 2. Whether Blizzard and Abel committed the alleged aiding-and- abetting violations. 3. If respondents committed violations, whether sanctions should be imposed in the public interest. CLOSED MEETING - MAY 26, 2004 - 12:00 P.M. The subject matter of the Closed Meeting scheduled for Wednesday, May 26, 2004 will be Post-argument discussion. CLOSED MEETING - MAY 27, 2004 - 2:00 P.M. The subject matter of the Closed Meeting scheduled for Thursday, May 27, 2004 will be Formal order of investigation; Institution and settlement of injunctive actions; Institution and settlement of administrative proceedings of an enforcement nature; and an adjudicatory matter. At times, changes in Commission priorities require alterations in the scheduling of meeting items. For further information and to ascertain what, if any, matters have been added, deleted or postponed, please contact the Office of the Secretary at (202) 942-7070. ENFORCEMENT PROCEEDINGS IN THE MATTER OF ROBERT COURNOYER On May 18, an Administrative Law Judge has issued an Order Making Findings and Imposing Remedial Sanction By Default against Robert Cournoyer in Robert Cournoyer, Administrative Proceeding No. 3-11442. The Default Order bars Mr. Cournoyer from association with any broker or dealer based on a consent judgment entered by the United States District Court for the Southern District of Florida, on March 4, 2004, permanently enjoining Mr. Cournoyer from violating Sections 5(a), 5(c), and 17(a) of the Securities Act of 1933, Sections 10(b) and 15(a)(1) of the Securities Exchange Act of 1934, and Rule 10b-5 thereunder, and public interest considerations. (Rel. 34-49720; File No. 3-11442) DAVID LERNER ASSOCIATES, INC. SANCTIONED BY SEC FOR FAILURE TO SUPERVISE AND FOR VIOLATING BOOKS AND RECORDS PROVISIONS; REGISTERED REPRESENTATIVES MERL AND O'CONNELL SANCTIONED BY NASD FOR MAKING UNSUITABLE SALES On May 19, the Commission issued an Order Making Findings and Imposing Remedial Sanctions and Cease-and-Desist Order pursuant to Sections 15(b) and 21C of the Securities Exchange Act of 1934 against David Lerner Associates, Inc., a Syosset, N.Y.-based broker-dealer. Lerner consented to the entry of the Order without admitting or denying the findings. The Order finds that from December 1996 through August 1999, Lerner was responsible for supervising its registered representative Lawrence Merl, who on a number of occasions during this period recommended, offered and caused to be purchased for three customer accounts securities that were unsuitable for the customers, given the customers' investment objectives and financial situation, in violation of Section 17(a) of the Securities Act of 1933. Merl's customers desired highly liquid bond or tax-free bond issues. Contrary to these investment objectives, Merl recommended that the customers purchase illiquid Real Estate Investment Trust (REIT) issues collateralized by the customers' bond holdings. This investment recommendation effectively rendered illiquid the customers' holdings. As a result of Merl's unsuitable recommendations, his three customers sustained $175,479 in aggregate losses. The Order further finds that from July 1998 through January 1999, Lerner was responsible for supervising its registered representative Michael Sean O'Connell, who on two occasions during this period recommended, offered and caused to be purchased for a customer's account illiquid Lerner-underwritten REIT securities that were unsuitable for the customer, given the customer's investment objectives and financial situation, in violation of Section 17(a) of the Securities Act. Contrary to the investment objective of his customer, who desired a diversified investment for his limited savings in an IRA account, O'Connell's recommendation concentrated the IRA account in one illiquid REIT. As a result of O'Connell's unsuitable investment recommendations, the customer sustained $6,518 in losses. The Order further finds that Lerner failed reasonably to supervise Merl and O'Connell. Specifically, the Order finds that Lerner did not have a system of supervision reasonably designed to prevent and detect suitability violations by the registered representatives and had no system of follow-up and review of red flags, such as complaints of unauthorized transactions and mismatches between recommendations for illiquid REIT investments and customers seeking conservative, tax-exempt municipal bond issues. The Order also finds that Lerner violated Exchange Act Section 17(a)(1) and Rule 17a-3 thereunder by failing to make and keep current, accurate books and records. Lerner's records with respect to the aforementioned customers contained a customer signature on a margin account form that was not authentic. Lerner has paid $181,997 into escrow for distribution to the customers who sustained losses resulting from Merl's and O'Connell's unsuitable investment recommendations. In addition, Lerner has undertaken to retain an independent reviewer to review Lerner's existing procedures and issue recommendations on procedures for the prevention of unsuitable investment recommendations and the keeping of accurate books and records. In view of the foregoing findings, the Commission ordered that Lerner (1) be censured; (2) cease-and-desist from committing or causing violations and any future violations of Exchange Act Section 17(a)(1) and Rule 17a-3 thereunder; (3) pay a $50,000 civil penalty; and (4) comply with the aforementioned undertakings. Merl's and O'Connell's unsuitable investment recommendations described above also constituted violations of certain NASD Conduct Rules. In a separate NASD proceeding, Merl and O'Connell consented to the following sanctions: Merl was fined $52,000, of which $42,000 represented disgorgement of commissions, and suspended from associating with any NASD member firm in all capacities for five months; and O'Connell was fined $10,000 and suspended from associating with any NASD member firm in all capacities for 30 days. The Commission thanks NASD for its assistance in this matter. (Rel. 33- 8423; File No. 3-11492) COMMISSION ISSUES ORDERS DIRECTING LANCE TURNER FAIR AND PAUL MELVIN HENSON, JR., TO CEASE AND DESIST FROM VIOLATIONS On May 19, the Commission issued two orders directing that Lance Turner Fair and Paul Melvin Henson, Jr., respectively, cease and desist from committing or causing any violations and any future violations of Section 17(a) of the Securities Act of 1933 and Sections 10(b) and 13(b)(5) of the Securities Exchange Act of 1934 and Rules 10b-5 and 13b2- 1 thereunder and causing any violations and any future violations of Sections 13(a) and 13(b)(2)(A) of the Exchange Act and Rules 12b-20 and 13a-13 thereunder. Both Fair and Henson agreed to the issuance of the orders without admitting or denying the findings contained therein. The orders find that in 1999, Fair and Henson were the Chief Financial Officer and Chief Accounting Officer, respectively, of a publicly traded company headquartered in Memphis, Tennessee. In April 1999, Henson put into practice, and Fair was aware of, a plan devised by the company's Chief Executive Officer to reclassify rents and salaries the company had already paid to its division presidents in the just-completed first quarter to assets such as prepaid expenses and accounts receivable. This reclassification improperly removed expenses from the company's income statement and added assets to its balance sheet, increasing the company's reported net income for the first quarter of 1999 by $633,000 and allowing it to achieve consensus earnings per share estimates made by securities analysts. The orders further find that the improper reclassification remained on the company's books during the second and third quarters of 1999, allowing it to understate its reported net losses for those quarters. The company's improperly inflated net income was reported to the Commission on the company's Forms 10-Q for the first, second and third quarters of 1999, and was also included in a Form S-8 registration statement the company filed with the Commission in June 1999. (In the Matter of Lance Turner Fair, Rel. 34-49730; AAER-2019; File No. 3-11495; In the Matter of Paul Melvin Henson, Jr., Rel. 34-49731; AAER-2020; File No. 3-11496) PUBLIC ADMINISTRATIVE PROCEEDINGS INSTITUTED AGAINST LUIS GIRO The Commission entered an Order Instituting Administrative Proceedings Pursuant to Section 203(f) of the Investment Advisers Act against Luis Giro. The Order alleges, among other things, that Giro was acting as an unregistered investment adviser. The Order further alleges that on April 29, 2004, a default final judgment was entered against Giro, permanently enjoining him from future violations of Section 17(a) of the Securities Act of 1933, Section 10(b) of the Securities Exchange Act of 1934, and Rule 10b-5 thereunder, and Sections 206(1) and 206(2) of the Investment Advisers Act of 1940 in the civil action entitled SEC v. Luis Giro, Case No. 03-21654-CIV-Gold, in the United States District Court for the Southern District of Florida. A hearing will be scheduled before an administrative law judge to determine whether the allegations contained in the Order are true, to provide Giro an opportunity to dispute these allegations, and to determine what remedial sanctions, if any, are appropriate and in the public interest. The Order requires the Administrative Law Judge to issue an initial decision no later than 210 days from the date of service of this Order, pursuant to Rule 360(a)(2) of the Commission's Rules of Practice. (Rel. IA-2236) LEE ARBERG BARRED FROM ASSOCIATION WITH AN INVESTMENT ADVISER On May 19, the Commission issued an Order Instituting Administrative Proceedings Pursuant to Section 203(f) of the Investment Advisers Act, Making Findings, and Imposing Remedial Sanctions against Lee Bradford Arberg. The Order finds that Arberg was the vice president of Hemisphere Trading Company, formerly an investment adviser registered with the Commission. On April 15, 2003, Arberg pled guilty to three counts of securities fraud in violation of Title 15 United States Code, Sections 80b-6 and 80b-17 before the United States District Court for the Western District of Tennessee, in U.S. v. Lee Bradford Arberg, Criminal Case No. 02-20357-01-Ml. On July 24, 2003, a judgment in the criminal case was entered against Arberg. He was sentenced to a prison term of ten and one half months followed by three years of supervised release and ordered to pay restitution in the amount of $643,976.42. The counts of the criminal indictment to which Arberg pled guilty alleged, inter alia, that Arberg employed devices, schemes and artifices to defraud and engaged in transactions, practices, and courses of business which operated as a fraud and deceit upon clients, including by, directly and indirectly, falsifying and delivering to clients quarterly performance reports containing untrue statements of material fact and which were otherwise false and misleading. Based on the above, the Order bars Lee Bradford Arberg from association with any investment adviser. Arberg consented to the issuance of the Order without admitting or denying the Commission's findings. (Rel. IA- 2237) MERL HOLDINGS INC.COM FOUND IN CIVIL CONTEMPT FOR VIOLATION OF A PRIOR ANTIFRAUD INJUNCTION On April 16, 2004, the Honorable Garrett E. Brown, Jr. of the U.S. District Court for the District of New Jersey entered a consent order regarding the SEC's application to hold New Jersey-based MERL Holdings Inc.com in civil contempt. The contempt motion alleged that MERL violated the final judgment of permanent injunction entered by the Court against MERL on April 3, 2003, which permanently enjoined MERL from violating the anti-fraud provisions of the federal securities laws. The SEC alleged that MERL violated the final judgment by issuing three materially false and misleading press releases. MERL, without admitting or denying the allegations against it, consented to the entry of the Order, which found that three of MERL's press releases contained materially false and misleading statements and omissions. The first press release, issued by MERL on Aug. 1, 2003, announced that MERL had entered into a software licensing agreement with Heritage Capital Credit Corporation. According to the contempt motion, the August 1 press release omitted to state that Heritage was a wholly- owned subsidiary of MERL Financial Group, Inc. which, in turn, was controlled by the same individuals who held a controlling interest in MERL. The second press release, issued by MERL on Sept. 5, 2003, announced that MERL had received a $50 million financing proposal from a private equity fund. In fact, according to the contempt motion, the private equity fund had withdrawn the financing proposal on Aug. 28, 2003, prior to the issuance of the press release. Finally, the third press release, issued by MERL on Nov. 10, 2003, announced that the company had signed a $50 million letter of interest. In fact, according to the contempt motion, the investment banking firm that issued the letter of interest had not yet begun its formal due diligence of MERL, and the letter of interest was subject to a number of significant conditions in addition to extensive due diligence. The November 10 press release described the investment banking firm as "an investor," but in fact, according to the contempt motion, the firm's role was going to be to attempt to raise $50 million among its investors. This was a "best efforts" proposal only, meaning that there was no assurance that the investment banking firm could raise all or any portion of the $50 million for MERL. In addition, the Order directed MERL to issue a corrective press release within ten days of entry of the Order or it would be subject to a prospective fine of $10,000 for each day that it does not issue the corrective press release (SEC v. Ed Johnson and MERL Holdings, Inc.com, Civil Action No. 02-5490, D.N.J., GEB, Nov. 18, 2002; LR-17846). For additional information about this matter, see LR-18085 (April 14, 2003), LR-18618 (March 10, 2004) and LR-18716 (May 18, 2004). [SEC v. Ed Johnson and MERL Holdings, Inc.com, Civil Action No. 02-5490, D.N.J., GEB, Nov. 18, 2002] (LR-18716) SEC CHARGES PAULA RIEKER WITH VIOLATING FEDERAL SECURITIES LAWS WHILE SERVING AS INVESTOR RELATIONS OFFICIAL AT ENRON; DEFENDANT BARRED FROM SERVING AS OFFICER OR DIRECTOR OF PUBLIC COMPANY AND AGREES TO PAY $499,333; WILL COOPERATE WITH GOVERNMENT INVESTIGATIONS On May 19, the Commission charged Paula H. Rieker, a former Managing Director for Investor Relations and Corporate Secretary for Enron Corp., with violating the antifraud provisions of the federal securities laws. Without admitting or denying the allegations of the complaint, Rieker has agreed to be enjoined permanently from violating and aiding and abetting the violation of Sections 10(b) of the Securities Exchange Act of 1934 and Exchange Act Rule 10b-5, and to be barred from acting as an officer or director of a public company. As part of the settlement agreement, which is subject to the approval of the U.S. District Court, Rieker will pay disgorgement, prejudgment interest, and a civil penalty totaling $499,333. The Commission brought this action in coordination with the U.S. Department of Justice Enron Task Force, which filed a related criminal charge against Rieker. Rieker agreed to enter a guilty plea in connection with that charge and to cooperate with the government's continuing investigation. As alleged in the complaint, Rieker engaged in insider trading in violation of the federal securities laws in July 2001 when she traded on material inside information about significant losses in Enron Broadband Services (EBS). The complaint also alleges that Rieker violated the federal securities laws by providing substantial assistance to Enron executives and senior managers in the dissemination of false and misleading information to the public about Enron business units in analyst calls and earnings releases. Specifically, the Commission's complaint alleges as follows. ú Aiding and Abetting Material Misrepresentations and Omissions: In her role as Managing Director for Investor Relations, Rieker was actively involved in the compilation and drafting of Enron's first and second quarter 2001 earnings releases, and scripts for Enron's March 23, 2001, analyst call and the first and second quarter 2001 analyst calls. During her efforts, Rieker learned specific information about Enron's retail energy business unit, Enron Energy Service (EES), and about EBS revealing that EES and EBS were not the successful business units described in the earnings releases and scripts she compiled, and as described by Enron in the analyst calls. Nevertheless, Rieker did not correct the false and misleading information provided to analysts and investors by Enron executives and senior managers. ú Insider Trading: Rieker, in her role as an investor relations official at Enron, learned that Enron's EBS business unit was experiencing significant financial problems and was experiencing losses greater than had been previously disclosed to analysts and investors. While in possession of this material non-public information, Rieker sold Enron stock in advance of Enron's public disclosure of EBS' true financial picture and avoided losses. The Commission's investigation is continuing. [SEC v. Paula H. Rieker, Civil Action No. H-04-1994, SDTX] (LR-18717) SELF-REGULATORY ORGANIZATIONS IMMEDIATE EFFECTIVENESS OF PROPOSED RULE CHANGE A proposed rule change (SR-Amex-2004-29), and Amendment No. 1 thereto, filed with the Commission by the American Stock Exchange relating to a reduction in ETF transaction fees for specialists and registered options traders 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 May 17. (Rel. 34- 49722) ACCELERATED APPROVAL OF A PROPOSED RULE CHANGES The Commission granted accelerated approval to a proposed rule change and Amendment No. 1 thereto (SR-NASD-2004-061) submitted by NASD under Rule 19b-4 of the Securities Exchange Act of 1934 relating to the Listing and Trading of 97% Protected Notes Linked to the Global Equity Basket. Publication of the proposal is expected in the Federal Register during the week of May 17. (Rel. 34-49715) Pursuant to Rule 19b-4 under the Securities Exchange Act of 1934, the American Stock Exchange has filed a proposed rule change (SR-Amex-2004- 16) relating to funds of the Vanguard Stock Index Funds. Publication of the notice is expected in the Federal Register during the week of May 17. (Rel. 34-49719) PROPOSED RULE CHANGES Pursuant to Rule 19b-4 under the Securities Exchange Act of 1934, the Pacific Exchange has filed a proposed rule change (SR-PCX-2004-12) and Amendment Nos. 1, 2, and 3 thereto, creating an additional processing capability for PNP Orders called "PNP Plus." Publication of the notice is expected in the Federal Register during the week of May 17. (Rel. 34- 49713) A proposed rule change and Amendment No. 1 thereto has been filed with the Commission by the New York Stock Exchange relating to the Listed Company Manual's requirement that companies make certain paper filings (SR-NYSE-2004-07). Publication of the proposal is expected in the Federal Register during the week of May 17. (Rel. 34- 49714) The National Securities Clearing Corporation filed a proposed rule change (SR-NSCC-2004-01) under Section 19(b)(1) of the Exchange Act that would allow NSCC to modify its Continuous Net Settlement system. Publication of the proposal is expected in the Federal Register during the week of May 17. (Rel. 34-49717) Pursuant to Rule 19b-4 under the Securities Exchange Act of 1934, the Chicago Stock Exchange has filed a proposed rule change and Amendment No. 1 thereto (SR-CHX-2004-10) relating to co-specialist assignments and evaluations. Publication of the notice is expected in the Federal Register during the week of May 17. (Release No. 34-49721) APPROVAL OF PROPOSED RULE CHANGE The Commission approved a proposed rule change and granted accelerated approval to Amendment No. 1 thereto submitted under Rule 19-4 (SR-PCX- 2004-08) by the Pacific Exchange relating to the demutualization of the Pacific Exchange, Inc. Publication of the proposal is expected in the Federal Register during the week of May 17. (Rel. 34-49718) WITHDRAWAL An order has been issued granting the application of FiberMark, Inc., to withdraw its common stock, $.001 par value, from listing and registration on the American Stock Exchange, effective at the opening of business on May 19. (Rel. 34-49724) 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-1 LEVEL 8 SYSTEMS INC, 8000 REGENCY PARKWAY, CARY, NC, 27511, 9194612577 - 13,307,135 ($3,859,069.00) Equity, (File 333-115580 - May. 18) (BR. 03) S-3 SECURE COMPUTING CORP, 4810 HARWOOD ROAD, -, SAN JOSE, CA, 95124, 4089796100 - 0 ($70,000,000.00) Equity, (File 333-115581 - May. 18) (BR. 03) S-8 SECURE COMPUTING CORP, 4810 HARWOOD ROAD, -, SAN JOSE, CA, 95124, 4089796100 - 0 ($34,230,000.00) Equity, (File 333-115583 - May. 18) (BR. 03) S-3 ESTEE LAUDER COMPANIES INC, 767 FIFTH AVE, NEW YORK, NY, 10153, 2125724200 - 13,000,000 ($582,530,000.00) Equity, (File 333-115584 - May. 18) (BR. 06) S-4 NORTH ATLANTIC TRADING CO INC, 257 PERK AVE S, NEW YORK, NY, 10010-7304, 2122534587 - 0 ($200,000,000.00) Non-Convertible Debt, (File 333-115585 - May. 18) (BR. 04) S-4 North Atlantic Holding Company, Inc., 257 PARK AVENUE SOUTH, 7TH FLOOR, NEW YORK, NY, 10010, (212) 253-8185 - 97,000,000 ($60,010,020.00) Non-Convertible Debt, (File 333-115587 - May. 18) (BR. 09) S-8 PRIDE INTERNATIONAL INC, 5847 SAN FELIPE, SUITE 3300, HOUSTON, TX, 77057, 7137891400 - 400,000 ($6,240,000.00) Equity, (File 333-115588 - May. 18) (BR. 04) S-1 COGENT COMMUNICATIONS GROUP INC, 1015 31ST STREET, WASHINGTON, DC, 20007, 2022954200 - 0 ($75,000,000.00) Equity, (File 333-115589 - May. 18) (BR. 03) S-3 ELECTRONIC DATA SYSTEMS CORP /DE/, 5400 LEGACY DR, H3-3D-05, PLANO, TX, 75024, 9726046000 - 0 ($2,500,000,000.00) Unallocated (Universal) Shelf, (File 333-115590 - May. 18) (BR. 03) S-8 NEW HAMPSHIRE THRIFT BANCSHARES INC, 9 MAIN ST, THE CARRAIG HOUSE, NEWPORT, NH, 03257, 6038630886 - 0 ($6,133,920.00) Debt Convertible into Equity, (File 333-115591 - May. 18) (BR. 07) S-4 PHOTO CONTROL CORP, 4800 QUEBEC AVE N, MINNEAPOLIS, MN, 55428, 6125373601 - 2,199,991 ($1,552,087.00) Equity, (File 333-115593 - May. 18) (BR. 36) S-8 TELCOBLUE INC, SUITE 101, 3166 CUSTER DRIVE, LEXINGTON, KY, 40517, 859-245-5252 - 3,479,000 ($208,740.00) Equity, (File 333-115594 - May. 18) (BR. 09) S-3 HARDINGE INC, ONE HARDING DRIVE, ELMIRA, NY, 14902, 6077342281 - 0 ($50,000,000.00) Equity, (File 333-115595 - May. 18) (BR. 36) S-8 CRAY INC, 411 FIRST AVE SOUTH, SUITE 600, SEATTLE, WA, 98104-2860, 2067012000 - 0 ($38,170,000.00) Equity, (File 333-115596 - May. 18) (BR. 03) S-8 BARRIER THERAPEUTICS INC, 600 COLLEGE ROAD EAST, SUITE 3200, PRINCETON, NJ, 08540, 6099451200 - 2,118,638 ($13,013,627.28) Equity, (File 333-115597 - May. 18) (BR. 01) F-3 RADA ELECTRONIC INDUSTRIES LTD, MEDINAT HAYEHIDIM 12, P O BOX 2059, HERZLIYA ISRAEL, L3, 4612, 2127348340 - 19,956,226 ($37,717,267.00) Equity, (File 333-115598 - May. 18) (BR. 36) S-1 HYLAND SOFTWARE INC, 18500 LAKE RD, BRIDGE BUILDING A-10, ROCKY RIVER, OH, 44116, 2168983000 - 0 ($65,000,000.00) Equity, (File 333-115599 - May. 18) (BR. ) S-8 NORTH AMERICAN GENERAL RESOURCES CORP, 20,000,000 ($930,000.00) Equity, (File 333-115600 - May. 18) (BR. 04) S-8 FIRST ACCEPTANCE CORP /DE/, 3813 GREEN HILLS VILLAGE DRIVE, NASHVILLE, TN, 37215, 615-844-2800 - 0 ($17,425,000.00) Equity, (File 333-115601 - May. 18) (BR. 01) S-1 Grande Communications Holdings, Inc., 401 CARLSON CIRCLE, SAN MARCOS, TX, 78666, (512) 878-4000 - 136,000 ($2,592,160.00) Equity, (File 333-115602 - May. 18) (BR. ) S-4 ALABAMA NATIONAL BANCORPORATION, 1927 FIRST AVENUE NORTH, BIRMINGHAM, AL, 35209, 2055833600 - 0 ($11,374,081.00) Equity, (File 333-115603 - May. 18) (BR. 07) S-4 Grande Communications Holdings, Inc., 401 CARLSON CIRCLE, SAN MARCOS, TX, 78666, (512) 878-4000 - 0 ($136,000,000.00) Equity, (File 333-115604 - May. 18) (BR. ) S-8 FEM ONE INC, 5600 AVENIDA ENCINAS, SUITE 130, CARLSBAD, CA, 92008, (760) 448-2498 - 250,000 ($135,000.00) Equity, (File 333-115605 - May. 18) (BR. 04) S-8 SAN RAFAEL BANCORP, 851 IRWIN ST, SAN RAFAEL, CA, 94901, 0 ($6,590,623.00) Other, (File 333-115606 - May. 18) (BR. 07) S-8 SPRINT CORP, PO BOX 11315, KANSAS CITY, MO, 64112, 9136243000 - 9,662,736 ($166,392,313.92) Equity, (File 333-115608 - May. 18) (BR. 37) S-8 SPRINT CORP, PO BOX 11315, KANSAS CITY, MO, 64112, 9136243000 - 12,000,000 ($206,640,000.00) Equity, (File 333-115609 - May. 18) (BR. 37) 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 21ST CENTURY TECHNOLOGIES INC NV X 05/17/04 724 SOLUTIONS INC X X 05/14/04 ABATIX CORP DE X 05/14/04 ABRAXAS PETROLEUM CORP NV X 05/18/04 AIRGATE PCS INC /DE/ DE X X X 05/18/04 AKSYS LTD DE X 05/17/04 ALCAN INC A6 X 05/18/04 ALPHA SPACECOM INC CO X X 05/10/04 ALTAIR NANOTECHNOLOGIES INC A6 X 05/18/04 AMBASSADORS GROUP INC DE X X 05/17/04 AMERICAN HEALTHWAYS INC DE X X 05/18/04 AMERICAN HOMEPATIENT INC DE X X 05/17/04 AMERICAN NATIONAL BANKSHARES INC VA X 05/18/04 AMERICAN OIL & GAS INC NV X X 05/17/04 AMERICAN WATER STAR INC NV X X 05/17/04 AMERITRANS CAPITAL CORP DE X X 05/14/04 ANALYTICAL SURVEYS INC CO X X 05/17/04 ANALYTICAL SURVEYS INC CO X X 05/18/04 ANNUITY & LIFE RE HOLDINGS LTD X 05/17/04 ANSCOTT INDUSTRIES INC FL X 02/16/04 APCO ARGENTINA INC/NEW X X X 05/14/04 APPLEBEES INTERNATIONAL INC DE X X 05/18/04 APPLIED MATERIALS INC /DE DC X X 05/18/04 ARENA RESOURCES INC NV X X 05/07/04 ARGO TECH CORP DE X X 05/18/04 ARMOR ENTERPRISES INC X X 05/11/04 ASHFORD HOSPITALITY TRUST INC MD X 05/17/04 ASK JEEVES INC DE X X X X 05/06/04 ASTRALIS LTD CO X X 05/14/04 ATLANTIC TELE NETWORK INC /DE DE X X 04/28/04 AUTO GRAPHICS INC CA X X 05/17/04 AUTODESK INC DE X X 05/18/04 AVATECH SOLUTIONS INC DE X 05/18/04 AXA FINANCIAL INC DE X 05/18/04 BALLY TOTAL FITNESS HOLDING CORP DE X X X 05/18/04 BANCSHARES OF FLORIDA INC FL X X 05/14/04 BANK OF THE OZARKS INC AR X 05/18/04 BANK ONE CORP DE X X 05/18/04 BANYAN CORP /OR/ OR X X 05/17/04 BARNES & NOBLE INC DE X X 05/17/04 BARNES & NOBLE INC DE X X 05/17/04 AMEND BARRY R G CORP /OH/ OH X X 05/17/04 BE INC CA X X 05/12/04 BEACON POWER CORP DE X 05/17/04 BEARD CO /OK OK X X 05/17/04 BELMONT BANCORP OH X X 05/17/04 BERKSHIRE INCOME REALTY INC X 03/31/04 BERRY PETROLEUM CO DE X 05/17/04 BEYOND COM CORP DE X X 03/17/04 BIOACCELERATE INC X X 10/28/03 AMEND BIOPHAN TECHNOLOGIES INC NV X 05/14/04 BISYS GROUP INC DE X 05/17/04 BJS WHOLESALE CLUB INC DE X 05/18/04 BNP RESIDENTIAL PROPERTIES INC MD X X 05/12/04 BNP RESIDENTIAL PROPERTIES INC MD X X 05/17/04 BORDERS GROUP INC DE X X 04/25/04 BRIGGS & STRATTON CORP WI X 05/17/04 BRILLIAN CORP DE X 05/18/04 BSB BANCORP INC DE X X 05/18/04 BUSINESS OBJECTS SA X X 05/17/04 CABLE DESIGN TECHNOLOGIES CORP DE X 05/18/04 CAP ROCK ENERGY CORP X X 05/17/04 CARRIAGE SERVICES INC DE X X X 05/13/04 CARTOON ACQUISITION INC DE X X 05/14/04 CB RICHARD ELLIS GROUP INC DE X 05/17/04 CELLSTAR CORP DE X X 05/17/04 CERADYNE INC DE X X 05/17/04 CHARLES & COLVARD LTD NC X 05/17/04 CHENIERE ENERGY INC DE X X 05/14/04 CHESAPEAKE ENERGY CORP OK X 05/17/04 CHINA ENERGY VENTURES CORP NV X X 05/07/04 CHIRON CORP DE X X 05/04/04 CITIGROUP MORTGAGE LOAN TRUST SERIES X X 04/08/04 COCA COLA ENTERPRISES INC DE X X 05/17/04 COLLECTORS UNIVERSE INC DE X 05/17/04 COMBANC INC DE X X 05/18/04 COMDISCO HOLDING CO INC DE X 05/14/04 COMPEX TECHNOLOGIES INC MN X X 05/12/04 CONSOLIDATED WATER CO LTD E6 X 05/18/04 CONVERSION SERVICES INTERNATIONAL INC DE X 03/04/04 AMEND COVALENT GROUP INC NV X X 05/11/04 COVANSYS CORP MI X 05/17/04 CREDIT SUISSE FIRST BOSTON MORTGAGE S DE X 05/18/04 CREDIT SUISSE FIRST BOSTON MORTGAGE S DE X X 05/18/04 CROSS COUNTRY HEALTHCARE INC DE X X X 05/05/04 CROSS TIMBERS ROYALTY TRUST TX X 05/18/04 CSFB COMMERCIAL MORT PASS THR CERTS S DE X X 05/18/04 CTI INDUSTRIES CORP DE X X 05/17/04 CUTTER & BUCK INC WA X X 04/27/04 AMEND CWABS INC ASSET BACKED CERTIFICATES S DE X 04/30/04 CYTRX CORP DE X X 05/17/04 DANIELSON HOLDING CORP DE X 05/18/04 DANIELSON HOLDING CORP DE X 03/10/04 AMEND DAVITA INC DE X X 05/17/04 DAYTON SUPERIOR CORP OH X X 05/18/04 DDI INTERNATIONAL INC NV X X X 05/18/04 DDI INTERNATIONAL INC NV X X X 05/18/04 DEERE & CO DE X X X 05/18/04 DEERE JOHN CAPITAL CORP DE X X X 05/18/04 DELPHI CORP DE X 04/30/04 DENDRITE INTERNATIONAL INC NJ X X 05/11/04 DICKS SPORTING GOODS INC DE X X 05/18/04 DIGIBLUE MEDIA INC NV X X 05/13/04 DIGITAL VIDEO SYSTEMS INC DE X X 05/17/04 DOBI MEDICAL INTERNATIONAL INC NV X X 10/20/03 DVI RECEIVABLES CORP VIII DVI RECEIVA DE X X 05/11/04 DVI RECEIVABLES CORP VIII DVI RECEIVA DE X X 05/12/04 DVI RECEIVABLES CORP VIII DVI RECEIVA DE X X 05/11/04 DVI RECEIVABLES CORP VIII DVI RECEIVA DE X X 05/11/04 DVI RECEIVABLES CORP VIII DVI RECEIVA DE X X 05/11/04 DVI RECEIVABLES CORP VIII DVI RECEIVA DE X X 05/11/04 DVI RECEIVABLES VIII LLC DE X X 05/11/04 DVI RECEIVABLES XIX LLC DE X X 05/11/04 DVI RECEIVABLES XVIII LLC DE X X 05/11/04 EAST WEST BANCORP INC X X 05/18/04 EBIX INC DE X 05/17/04 EDULINK INC NV X X 05/05/04 ENCORE MEDICAL CORP DE X X 05/18/04 ENDOVASC INC NV X 05/18/04 EQUITY RESIDENTIAL MD X X 05/18/04 ERP OPERATING LTD PARTNERSHIP MD X X 05/18/04 ESSEX PROPERTY TRUST INC MD X X 03/31/04 ESTEE LAUDER COMPANIES INC DE X 05/17/04 EUROWEB INTERNATIONAL CORP DE X X 05/18/04 EXACT SCIENCES CORP DE X 05/17/04 EXPEDITORS INTERNATIONAL OF WASHINGTO WA X 05/17/04 FARMER MAC MORTGAGE SECURITIES CORP DE X 05/17/04 FARMER MAC MORTGAGE SECURITIES CORP DE X 05/18/04 FARMER MAC MORTGAGE SECURITIES CORP DE X 05/18/04 FARMER MAC MORTGAGE SECURITIES CORP DE X 05/18/04 FIBERMARK INC DE X 03/31/04 FIRST AMERICAN CORP CA X X 05/18/04 FIRST INDUSTRIAL REALTY TRUST INC MD X 05/18/04 FIRST PACTRUST BANCORP INC MD X 05/17/04 FIRST PACTRUST BANCORP INC MD X X 05/18/04 FLEXIBLE SOLUTIONS INTERNATIONAL INC NV X X 05/13/04 FLEXIBLE SOLUTIONS INTERNATIONAL INC NV X X 05/17/04 FOOTSTAR INC DE X X 05/07/04 FSF FINANCIAL CORP MN X X 05/14/04 GAMESTOP CORP DE X X 05/18/04 GENITOPE CORP DE X 05/14/04 GEVITY HR INC FL X X 05/13/04 GEXA CORP TX X X 05/18/04 GLOBAL MED TECHNOLOGIES INC CO X X 05/14/04 GLOBAL PAYMENTS INC GA X X 05/17/04 GOVERNMENT PROPERTIES TRUST INC X 05/17/04 GOVERNMENT PROPERTIES TRUST INC X X 05/18/04 GREENWICH CAPITAL ACCEPTANCE INC DE X 05/18/04 GREY GLOBAL GROUP INC DE X 05/12/04 GYMBOREE CORP DE X X 05/18/04 HANCOCK JOHN LIFE INSURANCE CO MA X X 05/17/04 HARLEY DAVIDSON CUSTOMER FUNDING CORP NV X X 05/18/04 HAWAIIAN ELECTRIC INDUSTRIES INC HI X 05/17/04 HELEN OF TROY LTD X 02/29/04 HERITAGE COMMERCE CORP CA X 05/17/04 HEWLETT PACKARD CO DE X X 05/18/04 HOLLIS EDEN PHARMACEUTICALS INC /DE/ DE X 05/17/04 HOLMES HERBS INC NV X 04/30/04 HOME DEPOT INC DE X 05/18/04 HORIZON OFFSHORE INC DE X X X 05/18/04 HORIZON OFFSHORE INC DE X X 05/18/04 HOUSE OF BRUSSELS CHOCOLATES INC NV X 03/16/04 HOUSE OF BRUSSELS CHOCOLATES INC NV X 05/10/04 HUGOTON ROYALTY TRUST TX X 05/18/04 HYUNDAI ABS FUNDING CORP DE X X 05/18/04 IMAGIS TECHNOLOGIES INC A1 X 05/17/04 IMAGIS TECHNOLOGIES INC A1 X 05/18/04 INNOVO GROUP INC DE X 05/18/04 INTERACTIVE MOTORSPORTS & ENTERTAINME IN X X 05/17/04 INTERDIGITAL COMMUNICATIONS CORP PA X 05/18/04 INTEREP NATIONAL RADIO SALES INC NY X X 05/14/04 INTERMAGNETICS GENERAL CORP NY X X 05/17/04 INTERNATIONAL DISPLAYWORKS INC OR X X 05/17/04 INTERNATIONAL MICROCOMPUTER SOFTWARE CA X X 05/13/04 INTERTAN INC DE X X 05/12/04 INTEVAC INC CA X X 05/18/04 IVILLAGE INC DE X X 05/18/04 IXYS CORP /DE/ DE X X 05/18/04 JACKSONVILLE BANCORP INC /FL/ FL X X 05/18/04 JACUZZI BRANDS INC DE X 05/18/04 JDS UNIPHASE CORP /CA/ DE X 05/17/04 JO-ANN STORES INC OH X 05/17/04 JOHNSON CONTROLS INC WI X 05/18/04 KANSAS CITY SOUTHERN DE X X 05/17/04 KIWA BIO-TECH PRODUCTS GROUP CORP UT X 03/12/04 AMEND LAKES ENTERTAINMENT INC MN X X 05/18/04 LAS VEGAS SANDS INC NV X 05/18/04 LEHMAN ABS CORP DE X 05/17/04 LEHMAN ABS CORP DE X 05/18/04 LEHMAN ABS CORP GE GLOBAL INSURANCE N DE X 05/17/04 LEXINGTON PRECISION CORP DE X X 05/17/04 LIQUIDMETAL TECHNOLOGIES INC X X 05/06/04 AMEND Long Beach Mortgage Loan Trust 2004-2 DE X X 05/04/04 LSB INDUSTRIES INC DE X X 03/31/04 LUMINEX CORP DE X X 05/17/04 LUNA GOLD CORP WY X X 05/17/04 MAGELLAN MIDSTREAM PARTNERS LP DE X 03/16/02 MANUFACTURED HOME COMMUNITIES INC MD X 05/18/04 MARCONI CORP PLC X0 X 05/18/04 MARCONI CORP PLC X0 X 05/18/04 MARGO CARIBE INC PR X X 05/14/04 MC SHIPPING INC X 05/17/04 MEMORY PHARMACEUTICALS CORP X 05/18/04 MENTOR CORP /MN/ MN X X 03/31/04 MERRILL LYNCH LIFE INSURANCE CO AR X X 05/18/04 MESA LABORATORIES INC /CO CO X X 05/17/04 MESTEK INC PA X X 05/17/04 METRO-GOLDWYN-MAYER INC DE X X 05/17/04 METROMEDIA INTERNATIONAL GROUP INC DE X X 05/18/04 MILLENNIUM CHEMICALS INC DE X X X 05/18/04 MINORPLANET SYSTEMS USA INC DE X X 05/03/04 ML LIFE INSURANCE CO OF NEW YORK NY X X 05/18/04 MOLECULAR IMAGING CORP DE X X 05/18/04 MONTPELIER RE HOLDINGS LTD D0 X X 05/18/04 MORGAN STANLEY ABS CAPITAL I INC DE X X 05/16/04 Morgan Stanley Capital I Trust 2004 I DE X X 05/14/04 MORGAN STANLEY DEAN WITTER CAP I INC DE X 05/13/04 MORRIS PUBLISHING GROUP LLC GA X 05/13/04 MSW ENERGY HOLDINGS LLC DE X 05/14/04 MULTI TECH INTERNATIONAL CORP NV X 05/06/04 MYMETICS CORP DE X 05/18/04 NARA BANCORP INC DE X 05/17/04 NATIONAL CITY AUTO RECEIVABLES TRUST DE X X 05/17/04 NATIONAL CITY AUTO RECEIVABLES TRUST X X 05/17/04 NATIONAL CITY CREDIT CARD MASTER TRUS X X 05/17/04 NATIONAL VISION INC GA X 05/17/04 NETBANK INC GA X X 05/17/04 NETSOL TECHNOLOGIES INC NV X X 05/10/04 NETWOLVES CORP NY X 05/17/04 NETWORK APPLIANCE INC CA X 05/18/04 NEW YORK HEALTH CARE INC NY X X 05/18/04 NIKU CORP DE X X 05/18/04 NISOURCE INC/DE DE X 05/18/04 NORFOLK SOUTHERN CORP VA X X 05/18/04 NORTEK HOLDINGS INC DE X X 03/31/04 NORTEK INC DE X X 03/31/04 NORTEL NETWORKS CORP X X 05/18/04 NORTEL NETWORKS LTD X X 05/18/04 NYFIX INC DE X 05/13/04 NYFIX INC DE X X X 05/17/04 OCCUPATIONAL HEALTH & REHABILITATION DE X X 05/14/04 OMNI ENERGY SERVICES CORP LA X 05/18/04 ON THE GO HEALTHCARE INC DE X 01/31/04 OPTION ONE MORTGAGE ACCEPTANCE LOAN T DE X X 05/14/04 OPTION ONE MORTGAGE ACCEPTANCE LOAN T DE X X X 05/14/04 ORDERPRO LOGISTICS INC NV X X 05/06/04 OSULLIVAN INDUSTRIES HOLDINGS INC DE X X 03/31/04 OUTDOOR CHANNEL HOLDINGS INC AK X X 05/12/04 OVERSTOCK COM INC UT X X 05/18/04 PARKERVISION INC FL X X 05/14/04 PATIENT INFOSYSTEMS INC DE X 05/18/04 PEMSTAR INC MN X X 05/18/04 PENTAIR INC MN X X 05/17/04 PEOPLES SIDNEY FINANCIAL CORP DE X X X 05/18/04 PERSISTENCE SOFTWARE INC CA X 05/14/04 PIXELWORKS INC OR X X 05/18/04 PLAINS EXPLORATION & PRODUCTION CO DE X X 05/17/04 POWER 3 MEDICAL PRODUCTS INC NY X X 05/18/04 PREFERRED VOICE INC DE X X X 05/18/04 PRIVATE BUSINESS INC TN X X 05/12/04 PRO FAC COOPERATIVE INC NY X X 05/17/04 PROCESS EQUIPMENT INC NV X X X 05/12/04 PROGRESS ENERGY INC NC X X 05/18/04 PROLOGUE UT X X X X 12/04/03 AMEND PROTECTION ONE INC DE X X 05/18/04 PUGET ENERGY INC /WA WA X 05/17/04 PXRE GROUP LTD X X 05/18/04 QRS MUSIC TECHNOLOGIES INC DE X 05/14/04 QUIKSILVER INC DE X X 05/03/04 REDHOOK ALE BREWERY INC WA X X 05/18/04 REMINGTON OIL & GAS CORP DE X X 05/18/04 RESIDENTIAL ASSET MORTGAGE PRODUCTS I DE X X 05/18/04 ROTO-ROOTER INC DE X X 05/17/04 SAKS INC TN X X 05/18/04 SALIX PHARMACEUTICALS LTD X X 05/17/04 SAN RAFAEL BANCORP CA X X 05/06/04 SAVOY CAPITAL INVESTMENTS INC CO X X 05/17/04 SAXON ASSET SECURITIES CO VA X 05/18/04 SCAN OPTICS INC DE X X 05/18/04 SCBT FINANCIAL CORP SC X 05/18/04 SCHLUMBERGER LTD /NV/ P8 X X 05/18/04 SECURITY BIOMETRICS INC NV X X 05/12/04 SENETEK PLC /ENG/ X X 05/17/04 SERVOTRONICS INC /DE/ DE X 05/17/04 SHERWIN WILLIAMS CO OH X X 05/17/04 SOHU COM INC DE X X 05/17/04 SOUTHERN CO DE X 05/18/04 SPACEHAB INC \WA\ WA X X 05/17/04 SPECIALIZED HEALTH PRODUCTS INTERNATI DE X X 05/14/04 SPECTRUM PHARMACEUTICALS INC DE X X 05/18/04 SPEEDUS CORP DE X X 05/14/04 SPEEDWAY MOTORSPORTS INC DE X X 05/14/04 STAGE STORES INC NV X X 05/18/04 STANDARD MANAGEMENT CORP IN X 05/17/04 STANDARD MANAGEMENT CORP IN X X 05/17/04 STAPLES INC DE X 05/18/04 STATER BROS HOLDINGS INC DE X X 05/18/04 STORAGE COMPUTER CORP DE X X 05/17/04 STREICHER MOBILE FUELING INC FL X 05/18/04 STRUCTURED ASSET SEC CORP LB-UBS COMM X X 05/14/04 STRUCTURED ASSET SECURITIES CORP DE X X 05/17/04 STRUCTURED ASSET SECURITIES CORP II X X 05/14/04 SUNRISE SENIOR LIVING INC DE X 05/18/04 TAG IT PACIFIC INC DE X X 05/13/04 TECO ENERGY INC FL X X 05/17/04 TELCOBLUE INC DE X X 05/14/04 TELEFLEX INC DE X X 05/17/04 TELESOURCE INTERNATIONAL INC FL X 05/17/04 TEN STIX INC CO X 05/17/04 TERAYON COMMUNICATION SYSTEMS DE X X 05/04/04 TERREMARK WORLDWIDE INC DE X X 05/17/04 TEXEN OIL & GAS INC NV X X 05/18/04 THACKERAY CORP DE X 05/14/04 THREE FIVE SYSTEMS INC DE X 05/18/04 TIFFANY & CO DE X X 05/18/04 TIMCO AVIATION SERVICES INC DE X X 05/18/04 TJX COMPANIES INC /DE/ DE X X 05/18/04 TLC VISION CORP A6 X X 05/10/04 TOUCHSTONE SOFTWARE CORP /CA/ DE X 05/14/04 TOWER AUTOMOTIVE INC DE X X 05/18/04 TRANSMETA CORP DE X 05/17/04 TRANSMONTAIGNE INC DE X X 05/18/04 TRANSTECH INDUSTRIES INC DE X 05/17/04 TREMISIS ENERGY ACQUISITION CORP X X 05/18/04 TRESTLE HOLDINGS INC DE X X 05/17/04 TRUSTCO BANK CORP N Y NY X 05/18/04 UNION ELECTRIC CO MO X X 05/18/04 UNITED AMERICAN CORP NV X 02/18/04 UNITED RETAIL GROUP INC/DE DE X 05/01/04 UNITEDHEALTH GROUP INC MN X 05/18/04 UNITY WIRELESS CORP DE X 12/31/03 UNITY WIRELESS CORP DE X 03/31/04 UNIVERSAL HOSPITAL SERVICES INC MN X X 05/17/04 URBAN OUTFITTERS INC PA X X 05/13/04 US UNWIRED INC LA X X 05/17/04 USG CORP DE X 05/18/04 VAXGEN INC DE X X 05/17/04 VENUS EXPLORATION INC DE X X 05/17/04 VISTA GOLD CORP X 05/17/04 VISUAL NETWORKS INC DE X 05/14/04 WACHOVIA COMMERCIAL MORT SEC INC COM NC X 05/17/04 WEIRTON STEEL CORP DE X X X 05/17/04 WELLCO ENTERPRISES INC NC X 05/18/04 WELLS FARGO ASSET SECURITIES CORP DE X X 05/18/04 WHITTIER ENERGY CORP NV X X 04/14/04 WILSHIRE OIL CO OF TEXAS DE X X 05/17/04 WILSON GREATBATCH TECHNOLOGIES INC DE X 05/14/04 WILSONS THE LEATHER EXPERTS INC MN X X 05/18/04 WIND RIVER SYSTEMS INC DE X X 05/18/04 WIND RIVER SYSTEMS INC DE X 05/18/03 AMEND WKI HOLDING CO INC DE X X 05/18/04 WRC MEDIA INC DE X 05/18/04 XTEN NETWORKS, INC NV X X X X 04/30/04 AMEND YOUBET COM INC DE X X 05/11/04 YP CORP NV X X 05/18/04 ZALE CORP DE X 05/18/04