SEC NEWS DIGEST Issue 2004-177 September 14, 2004 RULES AND RELATED MATTERS DISPOSAL OF CONSUMER REPORT INFORMATION The Securities and Exchange Commission is seeking comment on proposed amendments to the rule under Regulation S-P requiring financial institutions to adopt policies and procedures to safeguard customer information (safeguard rule). The proposed amendments would implement the provision in Section 216 of the Fair and Accurate Credit Transactions Act of 2003 (FACT Act), which adds new section 628 to the Fair Credit Reporting Act. The proposed amendments would require that any person who maintains or possesses a consumer report or consumer information derived from a consumer report for a business purpose must take reasonable measures to protect against unauthorized access to or use of the information in connection with its disposal. The Federal Trade Commission, Board of Governors of the Federal Reserve System, Federal Deposit Insurance Corporation, National Credit Union Administration, Office of the Comptroller of the Currency, and Office of Thrift Supervision also have proposed rules regarding the disposal of consumer report information. The proposed amendments also would require the policies and procedures adopted under the safeguard rule to be in writing. Comments on the proposed rule amendments should be received no later than 30 days after the date of the proposal’s publication in the Federal Register. (Rels. 34-50361; IA-2293; IC-26596; File No. S7-33-04) ENFORCEMENT PROCEEDINGS STAN LEE MEDIA’S REGISTRATION OF ITS SECURITIES REVOKED An Administrative Law Judge has issued an Order Making Findings and Imposing Sanction By Default (Default Order) in Stan Lee Media, Inc. (Stan Lee Media). The Order Instituting Proceedings alleged that Stan Lee Media failed to file required annual reports since March 20, 2000, and required quarterly reports since Sept. 30, 2000. The Default Order finds these allegations to be true and revokes the registration of the securities of Stan Lee Media. (Rel. 34-50349; File No. 3-11584) COMMISSION INSTITUTES PENNY STOCK BAR PROCEEDING AGAINST ROBERTO VEITIA, FORMER PRESIDENT AND CHAIRMAN OF THE BOARD OF CORPORATE RELATIONS GROUP, INC. On September 13, the Commission issued an Order Instituting Administrative Proceedings Pursuant to Section 15(b) of the Securities Exchange Act of 1934 (Exchange Act) (Order) against Roberto E. Veitia (Veitia) to determine whether it is appropriate and in the public interest to bar Veitia from participating in an offering of a penny stock. The Commission’s proceeding is based on a final judgment entered against Veitia in SEC v. Corporate Relations Group (CRG), Inc., et al., (6:99-cv-1222-Orl-28KRS) (M.D. Fl.). The Commission’s complaint alleged that Veitia, the former president and chairman of the board of Corporate Relations Group, Inc. (CRG), a public relations firm formerly located in Winter Park, Florida, engaged in a fraudulent scheme to manipulate the stock of a number of public companies and, by doing so, violated Sections 5(a), 5(c), 17(a) and 17(b) of the Securities Act of 1933 (Securities Act), and Section 10(b) of the Exchange Act and Exchange Act Rule 10b-5. The complaint also alleged that Veitia was liable for CRG’s violations as a controlling person under Section 20 of the Exchange Act. On May 13, 2003, the District Court for the Middle District of Florida, among other things, entered a final judgment against Veitia permanently enjoining him from violating Sections 5, 17(a) and 17(b) of the Securities Act, Section 10(b) of the Exchange Act and Exchange Act Rule 10b-5. The Court also found that Veitia was a controlling person of CRG. On March 2, 2004, the U.S. Court of Appeals for the Eleventh Circuit affirmed the District Court’s ruling. In the Commission’s Order, the Division of Enforcement (Division) alleges that the securities of at least one of the companies that Veitia and CRG promoted, Tracker Corporation of America, constituted a penny stock within the meaning of Section 3(a)(51) of the Exchange Act and Exchange Act Rule 3a51-1. Further, the Division alleges that Veitia, both individually and by virtue of his position as a controlling person of CRG, participated in an offering of a penny stock. A hearing will be scheduled before an administrative law judge to determine whether the allegations contained in the Order are true, and in connection therewith, to afford Veitia an opportunity to establish defenses to such allegations, and to determine whether a penny stock bar is appropriate and in the public interest. The Commission directed that an administrative law judge shall issue an initial decision in this matter within 210 days from the date of service of this Order. (Rel. 34-50358; File No. 3-11646) COMMISSION ISSUES ORDER ALLEGING THAT RESPONDENTS PARTICIPATED IN TWO MILLION DOLLAR UNREGISTERED STOCK SWINDLE On September 14, the Commission issued an Order Instituting Public Administrative Proceedings and Notice of Hearing Pursuant to Section 15(b) of the Securities Exchange Act of 1934 (Exchange Act) against Michael I. Nnebe (Nnebe), Nelson C. Walker (Walker), and Hildreth J. Fleming, Jr. (Fleming) (collectively, the Respondents). In the Order, the staff alleges that the Respondents have been enjoined from future violations of the antifraud and registration provisions of the securities laws, as a result of their involvement in a fraudulent offering of securities by Fargo Holdings, Inc. (Fargo). On March 15, 2004, the U.S. District Court for the Southern District of New York granted a default judgment against, among others, Respondents in an action entitled SEC v. Nnebe, et al., 01 Civ. 5247 (S.D.N.Y.) (KMW), which, among other things: (a) permanently enjoined the Respondents from future violations of Sections 5(a), 5(c), and 17(a) of the Securities Act of 1933 (Securities Act) and Sections 10(b) of the Exchange Act, and Rule 10b-5 thereunder, and, with respect to Walker and Fleming, Section 15(a) of the Exchange Act; (b) permanently enjoined the Respondents from participating in any offering of penny stock; and (c) ordered the Respondents to pay the following monetary relief: Nnebe was ordered to disgorge $2,407,966, representing $1,906,240.35 in ill-gotten gains derived from his fraudulent conduct plus pre-judgment interest of $182,809.32, and pay a civil penalty in the amount of $220,000; Walker was ordered to disgorge $241,659.81, representing $191,305 in ill-gotten gains derived from his fraudulent conduct plus pre-judgment interest of $50,354.81, and pay a civil penalty in the amount of $110,000; and Fleming was ordered to disgorge $18,948.26, representing $15,000 in ill- gotten gains derived from his fraudulent conduct plus pre-judgment interest of $3,948.26, and pay a civil penalty in the amount of $75,000. A hearing will be scheduled before an administrative law judge to determine whether the allegations in the Order are true, to provide Respondents an opportunity to dispute the allegations, and to determine what, if any, remedial sanctions against the Respondents are appropriate in the public interest pursuant to Section 15(b) of the Exchange Act. The Commission directed that an Administrative Law Judge shall issue an initial decision in this matter within 210 days from the date of service of the Order. (Rel. 34-50359; File No. 3-11647) SEC CHARGES CHARLES SCHWAB & CO. WITH IMPROPERLY ALLOWING CERTAIN CUSTOMERS TO PURCHASE MUTUAL FUND SHARES AFTER MARKET CLOSE On September 14, the Commission instituted settled enforcement proceedings against San Francisco-based broker-dealer Charles Schwab & Co., Inc. The Commission charged that Schwab allowed investment adviser customers to change mutual fund orders after the 4:00 p.m. Eastern Time market close, creating the risk that such customers could unfairly capitalize on late-breaking news at the expense of other mutual fund investors. Without admitting or denying the Commission’s findings, Schwab consented to the entry of an order that it cease and desist from such violations and pay a $350,000 civil penalty. The Commission found that, since at least January 2001, Schwab engaged in a practice of allowing its investment adviser customers to change mutual fund orders after market close under certain circumstances and still receive that day’s fund price. This occurred when a customer’s original pre-4:00 p.m. mutual fund order was rejected by Schwab’s computer system (such as when the customer had been banned from trading in a particular mutual fund or the mutual fund was closed to new investors). Schwab permitted the adviser to submit a substitute order in a different mutual fund. According to the Commission’s Order, on hundreds of occasions since 2001, Schwab personnel contacted customers after the 4:00 p.m. market close and allowed the customer to submit a substitute order in a different fund while still receiving the current day’s price. Schwab’s practice of processing the substitute purchase order at the current day’s price violated Rule 22c-1(a) under the Investment Company Act, which requires orders for mutual fund shares placed after 4:00 p.m. to receive the next day’s fund price. The Commission’s Order does not find that Schwab personnel entered into any improper agreements with customers allowing the substitute orders, or that Schwab’s customers engaged in any scheme to exploit Schwab’s order entry process or circumvent its controls. However, Schwab’s practice of allowing investment advisers to substitute mutual fund orders created a risk that investment advisers and their clients could capitalize on post-market close information by trading after hours based on stale fund prices. Schwab ceased the practice in October 2003, following an inquiry by the Commission staff and the initiation of an internal investigation by Schwab. Without admitting or denying the Commission’s findings, Schwab consented to issuance of the Order, which orders Schwab to cease and desist from committing or causing any violations and any future violations of Rule 22c-1(a) and pay a $350,000 penalty, and censures Schwab for its misconduct. The Commission acknowledges the assistance of the New York Stock Exchange in this matter. (Rel. 34-50360; IC-26595; File No. 3-11648; Press Rel. 2004-128) IN THE MATTER OF MICHAEL YENINAS The Commission announced today that it has issued an Order Instituting Public Administrative Proceedings and Notice of Hearing Pursuant to Section 15(b) of the Securities Exchange Act of 1934 (Exchange Act) (the Order) against Michael Yeninas (Yeninas). The Order is based on the Preliminary Injunction By Consent, entered on Aug. 6, 2002, by the United States District Court for the Eastern District of New York, preliminarily enjoining Yeninas from violating Sections 5(a), 5(c) and 17(a) of the Securities Act of 1933 and Section 10(b) of the Exchange Act and Rule 10b-5 pending a final disposition of the civil injunctive action, filed by the Commission. SEC v. Ardian Finance Group, et al., 02 Civ. 4366 (DGT) (E.D.N.Y.) (the Civil Action). The Commission had filed a complaint in the Civil Action in connection with Yeninas' use of fraudulent practices to sell Ardian Finance Group, Inc. (Ardian) securities. Yeninas was formerly a registered representative of Castle Securities, Inc. From October 2001 through at least June 2002, Ardian raised approximately $1.2 million from at least 70 investors in an unregistered offering of securities. Yeninas and others made material misrepresentations to induce individuals to invest in Ardian securities. Among other things, Yeninas told investors that (i) Ardian was planning an initial public offering (IPO) on a date certain, and (ii) Ardian's stock would be sold in the IPO at a specific price. In fact, Ardian had not taken any steps to conduct an IPO. (Rel. 34-50362; File No. 3-11649) IN THE MATTER OF KENNETH ORR On September 14, the Commission issued an Order Instituting Public Administrative Proceedings Pursuant to Section 15(b) of the Securities Exchange Act of 1934 against Kenneth A. Orr (Order). In the Order, the Division of Enforcement alleges that on Jan. 3, 2002, Orr pleaded guilty to one count of conspiracy to commit money laundering. The count of the indictment to which Orr pleaded guilty alleged, among other things, that while employed as a registered representative with a registered broker- dealer, J.J. Morgan & Co., a brokerage firm later known as First Cambridge Securities Corp., Orr received undisclosed compensation for selling stock of ICIS Management Group, Inc., a Florida corporation, and Pilot Transport Inc., a Nevada corporation. In addition, the Division of Enforcement alleges that on Nov. 10, 1999, the Commission commenced an action against Orr and sixteen other defendants, charging Orr with violations of Section 17(a) of the Securities Act of 1933 (Securities Act) and Section 10(b) of the Securities Exchange Act of 1934 (Exchange Act) and Rule 10b-5 thereunder, in connection with the kickback scheme described herein. SEC v. Curtis, et al., 99 Civ. 7357 (E.D.N.Y.). Further, the Division of Enforcement alleges that on Sept. 13, 2002, the U.S. District Court for the Eastern District of New York entered a Final Judgment of Permanent Injunction and Other Relief as to Orr in the Commission’s civil action, permanently enjoining Orr from future violations of Section 17(a) of the Securities Act, and Section 10(b) of the Exchange Act and Rule 10b-5 thereunder, ordering Orr to disgorge $55,000 in ill-gotten gains, approximately $44,000 in prejudgment interest, and post-judgment interest, and ordering Orr to pay a civil penalty of $55,000. Orr consented to the entry of the final judgment without admitting or denying the allegations in the Commission’s complaint. A hearing will be scheduled before an administrative law judge to determine whether the allegations contained in the Order are true, to provide the respondent an opportunity to dispute these allegations, and to determine what remedial sanctions, if any, are appropriate and in the public interest. The Commission directed that the Administrative Law Judge issue an initial decision no later than 210 days from the date of service of the Order, pursuant to Rule 360(a)(2) of the Commission’s Rules of Practice. (Rel. 34-50363; File No. 3-11650) COMMISSION ALLEGES FORMER OFFICERS OF GLIATECH, INC. FAILED TO DISCLOSE PROBLEMS WITH CLINICAL STUDY OF MAJOR PRODUCT On September 1, the Commission filed a complaint against Rodney E. Dausch (Dausch) a former Chief Financial Officer of Gliatech, Inc. (Gliatech) and Thomas O. Oesterling (Oesterling), a former Chief Executive Officer of Gliatech, a pharmaceutical company. The complaint alleges that in the summer of 2000, Oesterling and Dausch learned of material information that they failed to disclose in Gliatech’s Form 10- Q for the period ended June 30, 2000, filed with the Commission. Specifically, Dausch and Oesterling failed to disclose data integrity problems with a clinical study relating to Gliatech’s primary product. These integrity problems played a significant role in the collapse of merger discussions between Gliatech and Guilford Pharmaceuticals, Inc., and in the resulting decline in the price of Gliatech’s stock. The complaint alleges that Dausch and Oesterling violated Section 10(b) of the Securities Exchange Act of 1934 (Exchange Act) and Rule 10b-5 thereunder and that they aided and abetted Gliatech’s violations of Section 13(a) of the Exchange Act and Rules 12b-20 and 13a-13 thereunder. The Commission is seeking injunctions and civil penalties against Dausch and Oesterling and a bar against Oesterling from serving as an officer or director of any issuer required to file reports with the Commission (officer and director bar). Simultaneously with the filing of the Commission’s complaint, Oesterling consented, without admitting or denying the allegations, to an injunction, a $25,000 civil penalty and a two year officer and director bar. The Commission acknowledges the assistance of the National Association of Securities Dealers and the Food and Drug Administration in this matter. [SEC v. Rodney E. Dausch and Thomas O. Oesterling, N.D. Ohio, Civil Action No. 1: 04 CV 1772] (LR-18883) TRUST INDENTURE ACT RELEASES PETROLEOS MEXICANOS (PEMEX) AND THE PEMEX PROJECT FUNDING MASTER TRUST The Commission has issued a notice giving interested persons until Oct. 12, 2004, to request a hearing on an application by Petroleos Mexicanos (Pemex) and the Pemex Project Funding Master Trust under Section 304(d) of the Trust Indenture Act of 1939. The application requests that the Commission exempt from the provisions of Section 316(b) of the 1939 Act: (1) an indenture between Pemex, certain subsidiary guarantors of Pemex and Deutsche Bank Trust Company Americas, as trustee and (2) an indenture between the Master Trust, Pemex as guarantor, certain subsidiary guarantors of Pemex and Deutsche Bank Trust Company Americas, as trustee. The indentures relate to debt securities of Pemex and the Master Trust that will be issued in the future and that will be qualified under the 1939 Act. (Rel. TI-2426) 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 ISLAND PACIFIC INC, 3252 HOLIDAY COURT, STE 208, LA JOLLA, CA, 92037, 8585503345 - 35,646,404 ($17,823,202.00) Equity, (File 333-118927 - Sep. 13) (BR. 03) S-8 ORPHAN MEDICAL INC, 13911 RIDGEDALE DR STE 475, MINNETONKA, MN, 55305, 6125411868 - 2,250,000 ($21,937,500.00) Equity, (File 333-118928 - Sep. 13) (BR. 01) S-4 Lifeline Holdings, Inc., 111 LAWRENCE STREET, FRAMINGHAM, MA, 01702-8156, 508-988-1000 - 14,930,160 ($343,990,887.00) Equity, (File 333-118929 - Sep. 13) (BR. 37) S-8 RETALIX LTD, 33 BEN GURION STREET, HERZILA 46100 ISRAEL, L3, 00000, 600,000 ($11,136,000.00) Equity, (File 333-118930 - Sep. 13) (BR. 03) F-3 DEUTSCHE TELEKOM AG, FRIEDERICH EBERT ALLEE 140, D53113 BONN GERMANY, I8, 4922818190 - 0 ($10,000,000,000.00) Non-Convertible Debt, (File 333-118932 - Sep. 13) (BR. 37) S-8 ATLANTIC SYNERGY INC, 500 N RAINBOW BLVD ST 300, LAS VEGAS, NV, 89107, 2,250,000 ($787,500.00) Equity, (File 333-118933 - Sep. 13) (BR. 03) S-8 WESTERN SIZZLIN CORP, 317 KIMBALL AVENUE NW, ROANOKE, VA, 24016, 5403453195 - 0 ($300,000.00) Equity, (File 333-118934 - Sep. 13) (BR. 05) S-8 PLAYERS NETWORK, 4620 POLARIS AVE, LAS VEGAS, NV, 89103, 3,500,000 ($315,000.00) Equity, (File 333-118935 - Sep. 13) (BR. 37) S-8 ADVANCED DIGITAL INFORMATION CORP, P O BOX 97057, 11431 WILLOWS RD, REDMOND, WA, 98073-9757, 4258953232 - 1,500,000 ($14,250,000.00) Equity, (File 333-118936 - Sep. 13) (BR. 03) SB-2 GENETHERA INC, 3930 YOUNGFIELD STREET, WHEAT RIDGE, CO, 80033, 3034636371 - 4,249,236 ($3,548,112.00) Equity, (File 333-118937 - Sep. 13) (BR. 01) S-8 KIWA BIO-TECH PRODUCTS GROUP CORP, 17700 CASTLETON STREET, SUITE 589, CITY OF INDUSTRY, CA, 91748, (626) 964-3232 - 1,940,764 ($271,707.00) Equity, (File 333-118938 - Sep. 13) (BR. 01) S-4 WILSHIRE BANCORP INC, 3200 WILSHIRE BLVD, LOS ANGELES, CA, 90010, 2134276580 - 84,659 ($2,847,928.76) Equity, (File 333-118939 - Sep. 13) (BR. 07) SB-2 SPEEDEMISSIONS INC, 1139 SENOIA ROAD, SUITE B, TYRONE, GA, 30290, 770-306-7667 - 13,473,554 ($11,127,195.00) Equity, (File 333-118940 - Sep. 13) (BR. 05) S-3 INERGY L P, TWO BRUSH CREEK, SUITE 200, KANSAS CITY, MO, 64112, 8168428181 - 0 ($500,000,000.00) Unallocated (Universal) Shelf, (File 333-118941 - Sep. 13) (BR. 02) N-2 Cohen & Steers Dividend Majors Fund, Inc., 757 THIRD AVENUE, NEW YORK, NY, 10017, 212-832-3232 - 50,000 ($1,000,000.00) Equity, (File 333-118942 - Sep. 13) (BR. ) S-8 AirRover Wi-Fi Corp., 5555 HILTON AVENUE, SUITE 207, BATON ROUGE, LA, 70808, 225-923-1034 - 0 ($2,600,000.00) Equity, (File 333-118943 - Sep. 13) (BR. 03) S-8 VENTAS INC, 10350 ORMSBY PARK PLACE, SUITE 300, LOUISVILLE, KY, 40223, 5023579000 - 0 ($27,500,000.00) Equity, (File 333-118944 - Sep. 13) (BR. 08) S-8 RECEIVABLE ACQUISITION & MANAGEMENT CORP, 140 BROADWAY, 46TH FLOOR, NEW YORK, NY, 10005, 2128587590 - 0 ($500,000.00) Equity, (File 333-118945 - Sep. 13) (BR. 07) SB-2 INVISA INC, 4400 INDEPENDENCE COURT, SARASOTA, FL, 34234, 941-355-9361 - 5,900,000 ($3,700,000.00) Equity, (File 333-118947 - Sep. 13) (BR. 36) S-3 CHIRON CORP, 4560 HORTON ST, EMERYVILLE, CA, 94608, 5106558730 - 0 ($385,000,000.00) Debt Convertible into Equity, (File 333-118948 - Sep. 13) (BR. 01) S-3 TITAN INTERNATIONAL INC, 2701 SPRUCE ST, QUINCY, IL, 62301, 2172286011 - 0 ($118,162,500.00) Debt Convertible into Equity, (File 333-118949 - Sep. 13) (BR. 06) S-1 SUPERIOR ESSEX INC, 150 INTERSTATE NORTH PARKWAY, ATLANTA, GA, 30339, 0 ($71,557,215.00) Equity, (File 333-118950 - Sep. 13) (BR. 06) S-3 CLICK COMMERCE INC, 200 E. RANDOLPH DR., 52ND FLOOR, CHICAGO, IL, 60601, 3123773110 - 0 ($3,408,182.00) Equity, (File 333-118951 - Sep. 13) (BR. 03) S-8 ASPEN TECHNOLOGY INC /DE/, TEN CANAL PARK, CAMBRIDGE, MA, 02141, 6179491000 - 0 ($12,771,200.00) Equity, (File 333-118952 - Sep. 13) (BR. 03) RECENT 8K FILINGS Form 8-K is used by companies to file current reports on the following events: 1.01 Entry into a Material Definitive Agreement 1.02 Termination of a Material Definitive Agreement 1.03 Bankruptcy or Receivership 2.01 Completion of Acquisition or Disposition of Assets 2.02 Results of Operations and Financial Condition 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off- Balance Sheet Arrangement of a Registrant 2.04 Triggering Events That Accelerate or Increase a Direct Financial Obligation under an Off- Balance Sheet Arrangement 2.05 Cost Associated with Exit or Disposal Activities 2.06 Material Impairments 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing 3.02 Unregistered Sales of Equity Securities 3.03 Material Modifications to Rights of Security Holders 4.01 Changes in Registrant’s Certifying Accountant 4.02 Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review 5.01 Changes in Control of Registrant 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year 5.04 Temporary Suspension of Trading Under Registrant's Employee Benefit Plans 5.05 Amendments to the Registrant’s Code of Ethics, or Waiver of a Provision of the Code of Ethics 7.01 Regulation FD Disclosure 8.01 Other Events 9.01 Financial Statements and Exhibits 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 DATE COMMENT ------------------------------------------------------------------------------------------------ 21ST CENTURY TECHNOLOGIES INC NV 8.01 09/07/04 ABLE LABORATORIES INC DE 1.01,9.01 09/07/04 ABX AIR INC 8.01,9.01 09/08/04 ACE LTD D0 1.01,9.01 09/10/04 ACR GROUP INC TX 2.03 09/07/04 ADVOCAT INC DE 8.01,9.01 09/13/04 ADZONE RESEARCH INC DE 1.01 09/13/04 AEP INDUSTRIES INC DE 2.02 09/13/04 AIRPLANES LTD DE 8.01 09/13/04 AIRSPAN NETWORKS INC WA 1.01,3.02,9.01 09/10/04 AKI INC DE 8.01,9.01 09/10/04 ALCOA INC PA 8.01,9.01 09/11/04 ALLIANCE RESOURCE PARTNERS LP DE 2.02,9.01 09/10/04 ALTERA CORP DE 8.01,9.01 09/13/04 AMERICAN AXLE & MANUFACTURING HOLDING DE 7.01 09/09/04 AMERICAN CAPITAL STRATEGIES LTD 1.01,2.03,9.01 09/08/04 ANGELICA CORP /NEW/ MO 7.01,9.01 09/13/04 APARTMENT INVESTMENT & MANAGEMENT CO MD 8.01,9.01 09/10/04 APTIMUS INC WA 7.01 09/09/04 ARAMARK CORP/DE DE 2.02,7.01,9.01 09/13/04 ASHFORD HOSPITALITY TRUST INC MD 7.01,9.01 09/10/04 ASHFORD HOSPITALITY TRUST INC MD 7.01,9.01 09/13/04 ASHFORD HOSPITALITY TRUST INC MD 8.01,9.01 09/13/04 ATS MEDICAL INC MN 5.02,9.01 09/13/04 AVISTA CORP WA 2.06,8.01,9.01 09/08/04 BANK OF AMERICA CORP /DE/ DE 8.01,9.01 09/13/04 BEHRINGER HARVARD REIT I INC MD 9.01 09/13/04 AMEND BIG LOTS INC OH 1.01,9.01 09/09/04 BLYTH INC DE 8.01 09/09/04 BOISE CASCADE CORP DE 8.01,9.01 09/10/04 BOSTON LIFE SCIENCES INC /DE DE 5.02,9.01 09/07/04 BOTTOMLINE TECHNOLOGIES INC /DE/ DE 3.02,9.01 09/07/04 BOYD BROS TRANSPORTATION INC DE 8.01,9.01 09/13/04 BRANDYWINE OPERATING PARTNERSHIP LP / DE 1.01,8.01,9.01 09/10/04 BRANDYWINE REALTY TRUST MD 1.01,8.01,9.01 09/10/04 BULLDOG TECHNOLOGIES INC NV 7.01 09/13/04 CAMCO FINANCIAL CORP DE 1.01,9.01 09/10/04 CAMDEN PROPERTY TRUST TX 7.01,9.01 09/09/04 CAMPBELL SOUP CO NJ 2.02,9.01 09/13/04 CAN AM AUTO SALES INC NV 5.02 09/08/04 AMEND CANTERBURY CONSULTING GROUP INC PA 3.01,9.01 09/08/04 CANYON RESOURCES CORP DE 4.02,9.01 09/01/04 AMEND CAPITAL ONE FUNDING LLC 8.01,9.01 09/09/04 CARDINAL HEALTH INC OH 2.02,4.02,9.01 09/11/04 CASH AMERICA INTERNATIONAL INC TX 1.01,2.01,9.01 09/07/04 CB RICHARD ELLIS GROUP INC DE 7.01 09/09/04 CBL & ASSOCIATES PROPERTIES INC DE 8.01,9.01 08/26/04 AMEND CELSION CORP MD 8.01,9.01 09/08/04 CHIRON CORP DE 8.01,9.01 09/13/04 CIBER INC DE 2.01,2.03,8.01,9.01 09/08/04 CIBER INC DE 8.01,9.01 09/13/04 CIGNA CORP DE 7.01 09/13/04 CINCINNATI FINANCIAL CORP DE 7.01,9.01 09/13/04 CIRCOR INTERNATIONAL INC DE 7.01 09/13/04 CIRMAKER TECHNOLOGY CORP NV 1.01,2.03 09/13/04 CITICORP MORTGAGE SECURITIES INC DE 8.01 09/13/04 CITICORP MORTGAGE SECURITIES INC DE 8.01 09/13/04 CITIGROUP MORTGAGE LOAN TRUST INC 9.01 09/09/04 CKE RESTAURANTS INC DE 2.02,9.01 09/13/04 CLARION TECHNOLOGIES INC/DE/ DE 1.01 08/08/04 CLICK COMMERCE INC 2.01,9.01 07/06/04 AMEND CNE GROUP INC DE 5.02,8.01 09/07/04 COFFEE PACIFICA INC NV 8.01 09/10/04 COLLEGIATE PACIFIC INC DE 7.01 09/13/04 COLUMBIA LABORATORIES INC DE 1.01 09/09/04 CREDIT ACCEPTANCE CORPORATION MI 8.01,9.01 09/10/04 CREDIT SUISSE FIRST BOSTON MORTGAGE S DE 8.01,9.01 09/13/04 CSFB Mortgage-Backed Pass-Through Cer DE 8.01,9.01 09/13/04 DATAMEG CORP NY 7.01 09/13/04 DEL MONTE FOODS CO DE 8.01,9.01 09/10/04 DELTA PETROLEUM CORP/CO CO 9.01 06/29/04 AMEND DIASYS CORP DE 8.01 09/09/04 DIGI INTERNATIONAL INC DE 1.01,9.01 09/07/04 DIGIMARC CORP DE 2.02,4.02,9.01 09/13/04 DIGITAL RECORDERS INC NC 7.01 09/13/04 DIGITALNET HOLDINGS INC DE 1.01,8.01,9.01 09/11/04 DUPONT E I DE NEMOURS & CO DE 8.01 09/13/04 DWANGO NORTH AMERICA CORP NV 1.01 09/07/04 E COM TECHNOLOGIES CORP NV 2.01,3.02,8.01,9.01 08/31/04 EATON CORP OH 7.01 09/13/04 EBIX INC DE 9.01 07/01/04 AMEND ENCYSIVE PHARMACEUTICALS INC DE 8.01,9.01 09/13/04 ENDOCARDIAL SOLUTIONS INC DE 1.01 09/07/04 ENERGY CONVERSION DEVICES INC DE 2.02 06/30/04 ENTERPRISE TECHNOLOGIES INC DE 2.03,5.03,9.01 09/08/04 EXIDE TECHNOLOGIES DE 5.02 09/07/04 EZENIA INC DE 5.02,7.01,9.01 09/13/04 FACTORY CARD OUTLET CORP DE 2.02,9.01 09/13/04 FAIRCHILD SEMICONDUCTOR INTERNATIONAL DE 1.01,9.01 09/08/04 FARADAY FINANCIAL INC DE 2.01,3.02,5.01,5.02,9.01 09/08/04 FINANCIAL ASSET SECURITIES CORP DE 8.01,9.01 09/08/04 FINANCIAL ASSET SECURITIES CORP DE 9.01 09/08/04 FINANCIAL SECURITY ASSURANCE HOLDINGS NY 2.02,5.02,9.01 09/13/04 FIRST DATA CORP DE 8.01 09/09/04 FIRST FINANCIAL HOLDINGS INC /DE/ DE 7.01 09/13/04 FIRST FINANCIAL HOLDINGS INC /DE/ DE 7.01,9.01 09/13/04 FIRST MIDWEST BANCORP INC DE 2.02,9.01 09/13/04 FIRST OAK BROOK BANCSHARES INC DE 2.06,9.01 09/10/04 FRANKLIN BANK CORP 7.01,9.01 09/13/04 FREQUENCY ELECTRONICS INC DE 4.01 09/07/04 FRIEDMANS INC DE 1.01,2.03,3.02,8.01,9.01 09/13/04 FULTON FINANCIAL CORP PA 7.01,9.01 09/13/04 G REIT INC VA 5.02 09/07/04 GATEWAY FINANCIAL HOLDINGS INC NC 8.01,9.01 09/10/04 GLADSTONE CAPITAL CORP MD 5.05 09/07/04 GLADSTONE COMMERCIAL CORP MD 5.05 09/07/04 GLOBAL CROSSING LTD 8.01,9.01 09/13/04 GP STRATEGIES CORP DE 8.01,9.01 09/10/04 GRANITE FALLS COMMUNITY ETHANOL PLANT MN 1.01 08/31/04 GREENPOINT MORTGAGE SECURITIES LLC DE 8.01,9.01 08/25/04 GREER BANCSHARES INC SC 1.01,5.02,9.01 09/08/04 GREG MANNING AUCTIONS INC NY 2.02,9.01 09/09/04 GREY GLOBAL GROUP INC DE 1.01,8.01,9.01 09/13/04 GROUP 1 AUTOMOTIVE INC DE 8.01,9.01 09/09/04 GS MORTGAGE SECURITIES CORP DE 8.01,9.01 09/10/04 HANDLEMAN CO /MI/ MI 5.02 09/08/04 HEADWATERS INC DE 1.01,2.01,2.03,7.01,8.01,9.01 09/08/04 HEALTH CARE REIT INC /DE/ DE 8.01,9.01 09/09/04 HEALTH NET INC DE 2.04 09/08/04 HICKORY TECH CORP MN 8.01,9.01 09/13/04 HIGHLAND HOSPITALITY CORP MD 1.01,2.03,9.01 09/09/04 HOME SOLUTIONS OF AMERICA INC DE 7.01 09/13/04 HOMEBANC CORP GA 5.02,9.01 09/10/04 HOUSEHOLD FINANCE CORP DE 7.01,9.01 09/13/04 HUNGARIAN TELEPHONE & CABLE CORP DE 5.01,9.01 09/08/04 IMATION CORP DE 5.02 09/08/04 INDUSTRIES INTERNATIONAL INC NV 5.02 09/10/04 IndyMac INDX Mortgage Loan Trust 2004 8.01,9.01 06/29/04 INTERNATIONAL DISPLAYWORKS INC OR 5.02,9.01 09/07/04 INTERNATIONAL STEEL GROUP INC DE 8.01,9.01 09/13/04 INTERNATIONAL STEEL GROUP INC DE 7.01,9.01 09/13/04 INTERPHASE CORP TX 4.01,9.01 09/07/04 INTERSTATE BAKERIES CORP/DE/ DE 1.01,2.03,9.01 09/10/04 ISTA PHARMACEUTICALS INC CA 8.01 08/30/04 JACK IN THE BOX INC /NEW/ DE 1.01,9.01 09/10/04 JOSTENS INC MN 8.01,9.01 09/10/04 KEYNOTE SYSTEMS INC DE 1.01 09/10/04 KRUPP INSURED PLUS LTD PARTNERSHIP MA 8.01 09/13/04 LABOR READY INC WA 7.01,9.01 09/13/04 LABORATORY CORP OF AMERICA HOLDINGS DE 7.01 09/13/04 LACLEDE GAS CO MO 1.01,2.03,7.01,8.01,9.01 09/10/04 LANCER CORP /TX/ TX 1.01,9.01 09/13/04 LANDRYS RESTAURANTS INC DE 7.01,9.01 09/13/04 LANTRONIX INC DE 8.01,9.01 09/07/04 LEADING EDGE EARTH PRODUCTS INC 8.01 08/02/04 LIFELINE SYSTEMS INC MA 1.01,8.01,9.01 09/13/04 LORAL ORION INC DE 7.01 09/13/04 LORAL SPACE & COMMUNICATIONS LTD D0 7.01 09/13/04 MAGELLAN HEALTH SERVICES INC DE 7.01 09/13/04 MANATRON INC MI 2.02,9.01 09/13/04 MARCONI CORP PLC X0 8.01 09/13/04 MARKLAND TECHNOLOGIES INC FL 9.01 09/13/04 AMEND MARKWEST ENERGY PARTNERS L P 8.01 09/13/04 MARKWEST ENERGY PARTNERS L P 2.01,9.01 07/30/04 AMEND MAYORS JEWELERS INC/DE DE 1.01,9.01 09/07/04 MCDATA CORP DE 1.01 09/09/04 MCMORAN EXPLORATION CO /DE/ DE 8.01 09/13/04 MEADE INSTRUMENTS CORP DE 2.02 09/13/04 MEADOW VALLEY CORP NV 5.03,9.01 09/13/04 MEDICOR LTD DE 8.01,9.01 09/13/04 MEMRY CORP DE 2.02,9.01 09/08/04 MEREDITH CORP IA 8.01,9.01 09/13/04 MERIT MEDICAL SYSTEMS INC UT 7.01,9.01 09/07/04 METRETEK TECHNOLOGIES INC DE 1.01,3.02,7.01,9.01 09/10/04 MOBILEPRO CORP DE 9.01 07/14/04 AMEND MOLECULAR IMAGING CORP DE 5.02 09/13/04 MOLINA HEALTHCARE INC DE 2.01,9.01 07/01/04 AMEND NATCO GROUP INC DE 3.01,5.02 09/07/04 NATIONAL CITY CORP DE 7.01,9.01 09/13/04 NATIONAL FINANCIAL PARTNERS CORP 1.01,1.02 09/09/04 NATIONAL OILWELL INC DE 7.01 09/13/04 NEUROLOGIX INC/DE DE 3.03,8.01,9.01 09/10/04 NEW YORK COMMUNITY BANCORP INC DE 7.01,9.01 09/13/04 NEWPOWER HOLDINGS INC DE 9.01 09/07/04 NOBILITY HOMES INC FL 2.02 09/09/04 NORTH FORK BANCORPORATION INC DE 7.01,9.01 09/13/04 NORTHERN STAR FINANCIAL INC MN 8.01,9.01 09/13/04 NORTHWEST BANCORP INC PA 3.02,9.01 09/10/04 NOVASTAR FINANCIAL INC MD 2.03,9.01 09/13/04 NYER MEDICAL GROUP INC FL 1.01 09/07/04 OMEGA FINANCIAL CORP /PA/ PA 7.01,9.01 09/13/04 OSULLIVAN INDUSTRIES HOLDINGS INC DE 2.02,7.01,9.01 06/30/04 PARAGON FINANCIAL CORP DE 8.01,9.01 09/13/04 PARAMETRIC TECHNOLOGY CORP MA 8.01,9.01 09/13/04 PDG ENVIRONMENTAL INC DE 2.02,9.01 09/13/04 PEAK INTERNATIONAL LTD D0 4.01,8.01,9.01 09/07/04 PEC SOLUTIONS INC DE 1.01,2.01,9.01 09/09/04 PEOPLES CHOICE HOME LOAN SECURITIES T 9.01 08/27/04 PEOPLES OHIO FINANCIAL CORP OH 8.01 09/10/04 PEOPLESOFT INC DE 5.04,9.01 09/13/04 PEPCO HOLDINGS INC DE 1.01,9.01 09/09/04 PHOTOMEDEX INC DE 8.01,9.01 09/07/04 PLACER SIERRA BANCSHARES CA 8.01,9.01 09/13/04 PLATINUM UNDERWRITERS HOLDINGS LTD D0 8.01,9.01 09/10/04 PRIMEDIA INC DE 8.01,9.01 09/13/04 PROGRESSIVE CORP/OH/ OH 7.01 09/13/04 PROVENA FOODS INC CA 4.01,9.01 09/08/04 PULTE HOMES INC/MI/ MI 8.01 09/13/04 QUANEX CORP DE 7.01 09/13/04 RADIUM VENTURES INC NV 4.01,9.01 09/10/04 RADVIEW SOFTWARE LTD 3.01,9.01 09/08/04 RAG SHOPS INC DE 1.01,4.02,5.01,5.02,8.01 09/08/04 RAMP CORP DE 5.02 09/08/04 REGAL ENTERTAINMENT GROUP DE 8.01,9.01 09/13/04 REGIONS FINANCIAL CORP DE 7.01,9.01 09/13/04 REMEC INC CA 2.02,9.01 09/08/04 RENTECH INC /CO/ CO 1.01,9.01 08/09/04 AMEND RICHARDSON ELECTRONICS LTD/DE DE 7.01 09/10/04 ROCKWELL COLLINS INC DE 7.01,9.01 09/09/04 ROWAN COMPANIES INC DE 8.01,9.01 09/10/04 RYANS RESTAURANT GROUP INC SC 5.02 09/10/04 AMEND SAFETY COMPONENTS INTERNATIONAL INC DE 7.01 09/09/04 SALISBURY BANCORP INC CT 2.01,5.02,8.01,9.01 09/10/04 SCHEIB EARL INC DE 7.01,9.01 09/13/04 SCHERING PLOUGH CORP NJ 7.01,9.01 09/13/04 SCIENCE APPLICATIONS INTERNATIONAL CO DE 4.02,8.01,9.01 09/13/04 SCRIPPS E W CO /DE OH 8.01,9.01 09/10/04 SCRIPPS E W CO /DE OH 8.01,9.01 09/13/04 Select Notes Trust LT 2004-1 DE 8.01,9.01 09/01/04 SENTO CORP UT 5.02 09/07/04 SEQUIAM CORP CA 2.03 09/10/04 SEQUOIA MORTGAGE FUNDING CORP MD 8.01,9.01 08/30/04 SI TECHNOLOGIES INC DE 4.01 09/02/04 AMEND SK TECHNOLOGIES CORP DE 3.02,9.01 08/20/04 AMEND SKYLYNX COMMUNICATIONS INC DE 5.02,9.01 09/13/04 SMARTIRE SYSTEMS INC 8.01 09/07/04 SMITHFIELD FOODS INC VA 2.02,9.01 09/08/04 SONIC SOLUTIONS/CA/ CA 1.01,9.01 09/07/04 SONICBLUE INC DE 8.01,9.01 07/31/04 SONUS NETWORKS INC DE 5.02 09/09/04 SOURCE INTERLINK COMPANIES INC MO 2.02 09/09/04 SOUTHERN PERU COPPER CORP/ DE 8.01 09/13/04 SOUTHWEST CASINO CORP 4.01,9.01 09/08/04 SPORTSMANS GUIDE INC MN 2.01,9.01 06/29/04 AMEND STAR RESOURCES CORP 1.01 09/08/04 STEREO VISION ENTERTAINMENT INC NV 1.01,5.02,9.01 08/31/04 STERLING CONSTRUCTION CO INC DE 8.01 09/10/04 STERLING CONSTRUCTION CO INC DE 8.01 09/10/04 Structured Asset Mortgage Investments DE 9.01 08/31/04 AMEND Structured Asset Securities Corp Mort DE 8.01 08/30/04 Structured Asset Securities Corp Mort DE 8.01 08/30/04 SUMMUS INC USA FL 5.02,9.01 09/08/04 SUN BANCORP INC PA 7.01,9.01 09/13/04 SUN MICROSYSTEMS INC DE 1.01 09/08/04 T REIT INC VA 5.02 09/07/04 TITANIUM METALS CORP DE 7.01,9.01 09/10/04 TOUCHSTONE RESOURCES USA, INC. 9.01 03/23/04 AMEND TOWER AUTOMOTIVE INC DE 2.05,9.01 09/08/04 TRANSNET CORP DE 9.01 09/09/04 TRANSPORTATION LOGISTICS INTL INC CO 2.01 09/10/04 AMEND TREDEGAR CORP VA 2.05,2.06,9.01 09/13/04 TRIAD AUTOMOBILE RECEIVABLES TRUST 20 CA 8.01,9.01 09/13/04 TURBOCHEF TECHNOLOGIES INC DE 7.01,9.01 09/09/04 UINTAH MOUNTAIN COPPER COMPANY UT 5.02,8.01 09/09/04 ULTIMATE ELECTRONICS INC DE 3.03,5.03,9.01 09/07/04 ULTRA CLEAN HOLDINGS INC 8.01,9.01 09/12/04 UNICO INC /AZ/ AZ 5.02,9.01 09/07/04 UNITED FINANCIAL MORTGAGE CORP IL 2.02,9.01 09/09/04 UNITED GUARDIAN INC DE 8.01,9.01 09/10/04 US AIRWAYS GROUP INC DE 1.03,8.01,9.01 09/13/04 US LEC CORP DE 8.01,9.01 09/13/04 USA TECHNOLOGIES INC PA 1.01,9.01 09/03/04 VALEANT PHARMACEUTICALS INTERNATIONAL DE 7.01,9.01 09/13/04 VARCO INTERNATIONAL INC /DE/ DE 7.01 09/10/04 VCG HOLDING CORP 8.01,9.01 09/07/04 VENTAS INC DE 1.01,2.03,5.02,8.01,9.01 09/08/04 VERMONT PURE HOLDINGS LTD/DE DE 2.02,9.01 09/13/04 VERSANT CORP CA 1.01,9.01 09/13/04 VIRGINIA FINANCIAL GROUP INC VA 5.02,9.01 09/08/04 VISTEON CORP DE 5.02,9.01 09/09/04 VOIP INC 9.01 06/28/04 AMEND VON HOFFMANN HOLDINGS INC 8.01,9.01 09/10/04 VYYO INC DE 9.01 06/30/04 AMEND WATERS INSTRUMENTS INC MN 8.01,9.01 07/16/04 AMEND WELLPOINT HEALTH NETWORKS INC /DE/ DE 2.02,9.01 09/13/04 WELLS FARGO ASSET SECURITIES CORP DE 8.01,9.01 09/10/04 WELLSTONE FILTERS INC /DE/ DE 5.02 09/09/04 WNC HOUSING TAX CREDIT FUND VI LP SER CA 8.01,9.01 08/11/04 YELLOW ROADWAY CORP DE 7.01,9.01 09/10/04