SEC NEWS DIGEST Issue 2003-16 January 24, 2003 COMMISSION ANNOUNCEMENTS SEC ADOPTS ATTORNEY CONDUCT RULE UNDER SARBANES-OXLEY ACT The Commission today adopted a final rule to implement Section 307 of the Sarbanes-Oxley Act by setting "standards of professional conduct for attorneys appearing and practicing before the Commission in any way in the representation of issuers." In addition, the Commission approved an extension of the comment period on the "noisy withdrawal" provisions of the original proposed rule and publication for comment of an alternative proposal. On Nov. 6, 2002, the Commission voted to propose the standards of professional conduct in a new Part 205 of 17 CFR. That proposal defined who is appearing and practicing before the Commission in the representation of an issuer. Attorneys were required to report evidence of a material violation "up-the-ladder" within an issuer. In addition, under certain circumstances, these provisions permitted or required attorneys to effect a so-called "noisy withdrawal" -- that is, to withdraw from representing an issuer and notify the Commission that they have withdrawn for professional reasons. The rules adopted by the Commission today will require an attorney to report evidence of a material violation, determined according to an objective standard, "up-the-ladder" within the issuer to the chief legal counsel or the chief executive officer of the company or the equivalent; require an attorney, if the chief legal counsel or the chief executive officer of the company does not respond appropriately to the evidence, to report the evidence to the audit committee, another committee of independent directors, or the full board of directors; clarify that the rules cover attorneys providing legal services to an issuer who have an attorney-client relationship with an issuer, and who have notice that documents they are preparing or assisting in preparing will be filed with or submitted to the Commission; provide that foreign attorneys who are not admitted in the United States, and who do not advise clients regarding U.S. law, would not be covered by the rule, while foreign attorneys who provide legal advice regarding U.S. law would be covered to the extent they are appearing and practicing before the Commission, unless they provide such advice in consultation with U.S. counsel; allow an issuer to establish a "qualified legal compliance committee" (QLCC) as an alternative procedure for reporting evidence of a material violation. Such a QLCC would consist of at least one member of the issuer's audit committee, or an equivalent committee of independent directors, and two or more independent board members, and would have the responsibility, among other things, to recommend that an issuer implement an appropriate response to evidence of a material violation. One way in which an attorney could satisfy the rule's reporting obligation is by reporting evidence of a material violation to a QLCC; allow an attorney, without the consent of an issuer client, to reveal confidential information related to his or her representation to the extent the attorney reasonably believes necessary (1) to prevent the issuer from committing a material violation likely to cause substantial financial injury to the financial interests or property of the issuer or investors; (2) to prevent the issuer from committing an illegal act; or (3) to rectify the consequences of a material violation or illegal act in which the attorney's services have been used; state that its provisions govern in the event the rule conflicts with state law, but will not preempt the ability of a state to impose more rigorous obligations on attorneys that are not inconsistent with the rule; and affirmatively state that it does not create a private cause of action and that authority to enforce compliance with the rule is vested exclusively with the Commission. In addition, the final rules modify the definition of the term "evidence of a material violation," which defines the trigger for an attorney's obligation to report up-the-ladder within an issuer. The revised definition confirms that the Commission intends an objective, rather than a subjective, triggering standard, involving credible evidence, based upon which it would be unreasonable, under the circumstances, for a prudent and competent attorney not to conclude that it is reasonably likely that a material violation has occurred, is ongoing or is about to occur. The Commission voted to extend for 60 days the comment period on the "noisy withdrawal" and related provisions originally included in proposed Part 205. Given the significance and complexity of the issues involved, including the implications of a reporting out requirement on the relationship between issuers and their counsel, the Commission decided to continue to seek comment and give thoughtful consideration to these issues. The Commission also voted to propose an alternative to "noisy withdrawal" that would require attorney withdrawal, but would require an issuer, rather than an attorney, to publicly disclose the attorney's withdrawal or written notice that the attorney did not receive an appropriate response to a report of a material violation. Specifically, an issuer that has received notice of an attorney's withdrawal would be required to report the notice and the circumstances related thereto on form 8-K, 20-F or 40-F, as applicable, within two days of receiving the attorney's notice. Accordingly, the proposal includes proposed amendments to forms 8-K, 20-F, and 40-F to require issuers to report an attorney's written notice under the proposed rule. The proposing release also will seek comment on whether there are circumstances in which an issuer should be permitted not to disclose an attorney's written notice. The proposed rule also would permit an attorney, if an issuer has not complied with the disclosure requirement, to inform the Commission that the attorney has withdrawn from representing the issuer or provided the issuer with notice that the attorney has not received an appropriate response to a report of a material violation. The final rule will become effective 180 days after its publication in the Federal Register to provide issuers, attorneys and law firms sufficient time to put in place procedures to comply with its requirements, and to allow the Commission the opportunity to consider the adoption of the proposed noisy withdrawal provision or the alternative disclosure procedure proposed today. The full text of detailed releases concerning each of these items will be posted to the SEC Web site as soon as possible. (Press Rel. 2003-13) OFFICE OF CHIEF ACCOUNTANT IS SEEKING ONE CANDIDATE FOR A PROFESSIONAL ACCOUNTING FELLOW POSITION The Commission's Acting Chief Accountant announced that he is extending the application period for one of the Professional Accounting Fellow (PAF) positions in the Office of the Chief Accountant. The PAF program, which began in 1972, is designed to provide participating fellows with outstanding opportunities for public service to investors, personal development, and career advancement. During their fellowship, the successful candidate will work directly with the chief accountant, be involved in the study and development of rule proposals under the federal securities laws, liaison with professional accounting standard-setting bodies, and consult with registrants on accounting and reporting matters. The Office of the Chief Accountant would like to select one individual with significant experience in accounting for financial instruments. Interested applicants are to submit: * A resume; * Standard Form 171, "Personal Qualification Statement," or Form OF-612, "Optional Application for Federal Employment," or any other written format that clearly identifies the announcement number, title, series, and grade of the job for which the applicant is seeking; and * At least two letters of recommendation from non-relatives. Standard Form 171, Form OF-612, and "Applying for a Federal Job," which highlights the information to be included in the resume or other written submission, can be obtained from the Office of Administrative and Personnel Management, Securities and Exchange Commission, 450 Fifth Street, N.W., Washington, D.C., 20549. Form OF-612 is also available on the Internet at http://www.opm.gov. Applicants are required to submit a ten to twelve page essay that they have prepared on their own on a subject directly related to a current accounting or auditing issue. While no restriction is placed on the topic an applicant may select to address in the essay, the areas currently receiving significant attention in the Office of the Chief Accountant include: * Combination of financial instruments; * Integrated model for debt extinguishments, modifications, conversions, and restructurings; * Application of fair value to an accounting model; * Consolidation; * Impact and implementation of the Sarbanes-Oxley Act of 2002; * Principles-based accounting standards; * Improving the financial reporting model; and * International convergence. The application and essay should be submitted on or before Feb. 5, 2003, to the Chief Accountant of the Securities and Exchange Commission, 450 Fifth Street, N.W., Washington, D.C., 20549-1103. Candidates may be invited to participate in the interview process to be held on Feb. 13, 2003. Inquiries about the program may be addressed to the attention of Michael Thompson or Carina Markel in the Office of the Chief Accountant at (202) 942-4400. The Commission's policy of affording equal employment opportunity to all interested candidates will be followed. RULES AND RELATED MATTERS DISCLOSURE REQUIRED BY SECTIONS 406 AND 407 OF THE SARBANES-OXLEY ACT OF 2002 On Jan. 23, the Commission issued a release adopting rules relating to Sections 406 and 407 of the Sarbanes-Oxley Act of 2002. The proposed rules would require companies to include in their Exchange Act filings: (1) disclosure regarding whether a company has adopted a code of ethics that applies to certain senior officers, and (2) disclosure regarding whether a company has an audit committee financial expert serving on its audit committee. (Rel. Nos. 33-8177; 34-47235; File No. S7-40-02) RETENTION OF RECORDS RELEVANT TO AUDITS AND REVIEWS The Commission has adopted amendments to its rules to implement Section 802 of the Sarbanes-Oxley Act of 2002. The rules specify the information that must be retained by auditors for a seven-year period subsequent to the completion of an audit or review of an issuer's or registered investment company's financial statements. In particular, the rules specify that auditors should retain workpapers and other documents that form the basis of the audit or review and memoranda, correspondence, communications, other documents, and records (including electronic records), which are created, sent or received in connection with the audit or review and contain conclusions, opinions, analyses, or financial data related to the audit or review. For further information, please contact Robert E. Burns, Office of the Chief Accountant, at (202) 942-4425. (Rels. 33-8180; 34-47241; IC-25911; FR-66; File No. S7-46-02) ENFORCEMENT PROCEEDINGS CEASE-AND-DESIST PROCEEDINGS SETTLED AGAINST IRA BLACKEY On Jan. 23, the Commission entered an Order against Ira James Blackey (Blackey) ordering him to cease and desist from committing or causing any violations and any future violations of the antifraud provisions of the federal securities laws. In his Offer, Blackey, without admitting or denying the findings, consents to the issuance of an Order by the Commission which finds that during the period from at least August 1996 through September 1996, Blackey offered to pay, and did pay, undisclosed compensation to an individual who represented to Blackey that he was a registered representative who would, in exchange for such compensation, purchase the common stock of Integrated Healthcare Systems, Inc. (IGHS) for the accounts of his customers. The Order finds that Blackey arranged for this individual to be paid one share of stock for every three shares of stock that he said he caused a customer to purchase, and that on or about September 5, 1996, Blackey arranged for the transfer of 1,000 shares of IGHS to a broker-dealer as undisclosed compensation for a previous purchase of 3,000 shares of IGHS for $5.50 per share. (Rel. 33- 8178; 34-47237; File No. 3-9143) CEASE-AND-DESIST PROCEEDINGS SETTLED AGAINST STEVEN BINGAMAN On Jan. 23, the Commission entered an Order against Steven W. Bingaman (Bingaman) ordering him to cease and desist from committing or causing any violations and any future violations of the antifraud provisions of the federal securities laws. In his Offer, Bingaman, without admitting or denying the findings, consents to the issuance of an Order by the Commission which finds that during the period from at least August 1996 through September 1996, Bingaman offered to pay, and did pay, undisclosed compensation to an individual who represented to Bingaman that he was a registered representative who would, in exchange for such compensation, purchase the common stock of Integrated Healthcare Systems, Inc. (IGHS) for the accounts of his customers. The Order finds that Bingaman arranged for this individual to be paid one share of stock for every three shares of stock that he said he caused a customer to purchase, and that on or about Sept. 5, 1996, Bingaman arranged for the transfer of 1,000 shares of IGHS to a broker-dealer as undisclosed compensation for a previous purchase of 3,000 shares of IGHS for $5.50 per share. (Rels. 33-8179; 34-47238; File No. 3-9143) SEC SEEKS CONTEMPT ORDER AGAINST FORMER PRESIDENT OF NEW JERSEY COMPANY CHARGED IN INTERNET SCAM On Oct. 29, 2002, the Commission sought an order of contempt against Angelica Gwinnett, the former president of U.S. Funding Corporation, a New Jersey Company that defrauded investors out of over $2 million in an internet scam. According to the Commission, Ms. Gwinnett violated an asset freeze order issued on May 2, 2002 by the United States District Court for the District of New Jersey. The Commission charges that Ms. Gwinnett diverted company assets to her own use, including an investor check that she cashed at a Jersey City check casher, and made other unauthorized payments of company funds. A contempt hearing is presently set for March 11, 2003. [SEC v. U.S. Funding Corporation, et al., CV 02- 2089] (LR-17947) SEC FILES CONTEMPT ACTION AGAINST DEFENDANT ANTHONY BLISSETT The Commission announced that on Jan. 6 it filed with the U.S. District Court for the Southern District of Florida a Motion for an Order to Show Cause why Defendant Anthony Blissett (Blissett) should not be held in contempt for failure to comply with a previous Court Order. The Motion alleged that Blissett failed to provide a sworn accounting in accordance with a Court Order entered on Dec. 6, 2002. In its complaint filed on Dec. 6, 2002, the Commission alleged that A. B. Financing and Investments, Inc. (ABFI) and Blissett falsely guaranteed to investors and potential investors that ABFI would generate a 30%, risk-free and tax-free annual return on their investment. The Commission alleged that Blissett enticed potential investors to invest with ABFI by claiming that he could offer them an opportunity to make the type of investments, and corresponding profits, that have thus far been offered only to "whites" or select African Americans. Blissett also falsely represented that ABFI had over $36 million in assets, when, according to the Commission's complaint, its financial documents and its federal income tax return for 2001 actually reflected a negative net worth of over $27 million. The Commission's complaint also alleged that, although ABFI and Blissett claimed to generate returns for investors by making investments in, among other things, real property and insured securities, in reality the speculative stock and real estate purchases that ABFI and Blissett made with investor proceeds lost millions of dollars. On Dec. 6, 2002, the Court entered an Order Granting the Commission's Ex Parte Motion for a Temporary Restraining Order, Asset Freeze and Other Emergency Relief against Blisssett and others. On Dec. 13, 2002, the Court entered an Order of Preliminary Injunction and Other Relief as to Defendant Blissett by consent. The Court's Orders of Dec. 6, 2002 and Dec. 13, 2002 required Blissett to provide the Commission with a sworn accounting of all monies received by him from any other Defendant or Relief Defendant. To date, Blissett has not complied with the Court's Orders. The Motion for contempt is still pending before the Court. [SEC v. A. B. Financing and Investments, Inc., and Anthony Blissett, Case No. 02-23487-CIV-Ungaro-Benages, SD Fla.] (LR-17948) INVESTMENT COMPANY ACT RELEASES RELIASTAR LIFE INSURANCE COMPANY OF NEW YORK, ET AL. An order has been issued pursuant to Section 6(c) of the Investment Company Act to ReliaStar Life Insurance Company of New York (RLNY), et al. exempting them from Sections 2(a)(32) and 27(i)(2)(A) of the Investment Company Act and Rule 22c-l thereunder, to the extent necessary to permit the recapture of certain credits applied to premium payments made in consideration of certain deferred variable annuity contracts (the Contracts) that RLNY plans to issue. The order extends to variable annuity separate accounts that RLNY or its successors in interest may establish in the future (Future Accounts), and principal underwriters for such Future Accounts under common control with RLNY or its successors in interest now or in the future, to permit the recapture of certain credits applied to premium payments made in consideration of variable annuity contracts issued in the future by RLNY or its successors in interest through a Future Account that are substantially similar in all material respects to the Contracts. (Rel. IC-25910 - Jan. 22) SELF-REGULATORY ORGANIZATIONS PROPOSED RULE CHANGES The New York Stock Exchange filed a proposed rule change (SR-NYSE-2002- 50) and Amendment No. 1 thereto to adopt amendments to Exchange Rules 450 (Restrictions on Giving of Proxies), 451 (Transmission of Proxy Material), 452 (Giving Proxies by Member Organizations), and 465 (Transmission of Interim Reports and Other Material), to allow state- registered investment advisers to receive and vote proxy materials on behalf of beneficial owners. Publication of the proposal is expected in the Federal Register during the week of Jan. 20. (Rel. 34-47215) The New York Stock Exchange filed a proposed rule change and Amendment No. 1 thereto (SR-NYSE-2002-11) pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 to establish a six-month pilot program permitting a Floor broker to use an exchange authorized and issued portable telephone on the exchange floor. Publication of the proposal is expected in the Federal Register during the week of Jan. 27. (Rel. 34-47221) The Pacific Exchange filed a proposed rule change (SR-PCX-2002-75), through its subsidiary PCX Equities, Inc. (PCXE) to add new order types and to amend PCXE Rule 7.37. Publication of the notice is expected in the Federal Register during the week of Jan. 27. (Rel. 34-47223) APPROVAL OF PROPOSED RULE CHANGE The Commission approved a proposed rule change (SR-ISE-2002-24) and granted accelerated approval to an amendment thereto submitted by the International Securities Exchange relating to firm quotation size. Publication of the notice is expected in the Federal Register during the week of Jan. 27. (Rel. 34-47220) APPROVAL OF AMENDMENT The Commission approved an amendment to the national market system plan for reporting of consolidated options last sale reports and quotation information submitted pursuant to Section 11A of the Securities Exchange Act of 1934 and Rule 11Aa3-2 thereunder by the Options Price Reporting Authority (SR-OPRA-2002-01) to establish a best bid and offer market data service. (Rel. 34-47231) 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-4 K&F INDUSTRIES INC, 600 THIRD AVE, NEW YORK, NY, 10016, 2122970900 - 0 ($250,000,000.00) Non-Convertible Debt, (File 333-102658 - Jan. 23) (BR. 05) SB-2 SMARTIRE SYSTEMS INC, 150 13151 VANIER PL, RICHMOND BC CANADA, A1, V6V 2J1, 6042769884 - 3,946,154 ($1,460,076.98) Equity, (File 333-102659 - Jan. 23) (BR. 36) F-10 KINROSS GOLD CORP, 185 SOUTH STATE STREET, STE 400, SALT LAKE CITY, UT, 84111, 8013639152 - 0 ($127,802,643.00) Equity, (File 333-102660 - Jan. 23) (BR. 04) SB-2 UCLUELET EXPLORATION CORP, 1,900,000 ($190,000.00) Equity, (File 333-102661 - Jan. 23) (BR. ) S-8 FELCOR LODGING TRUST INC, 545 E JOHN CARPENTER FREEWAY, SUITE 1300, IRVING, TX, 75062, 9724444900 - 750,000 ($8,422,500.00) Equity, (File 333-102662 - Jan. 23) (BR. 08) S-4 UNITED COMMUNITY BANKS INC, P O BOX 398, 59 HIGHWAY 515, BLAIRSVILLE, GA, 30512, 5818073041 - 821,579 ($4,081,496.00) Equity, (File 333-102663 - Jan. 23) (BR. 07) S-8 DCM ENTERPRISES, 8635 W. SAHARA AVENUE, SUITE 433, LAS VEGAS, NV, 89119, 7029400086 - 0 ($4,800,000.00) Equity, (File 333-102664 - Jan. 23) (BR. 09) S-3 NATIONAL OILWELL INC, 10000 RICHMOND AVENUE, 4TH FLOOR, HOUSTON, TX, 77042-4200, 7133467500 - 3,200,000 ($63,104,000.00) Equity, (File 333-102665 - Jan. 23) (BR. 04) S-8 GB&T BANCSHARES INC, P O BOX 2760, 500 JESSE JEWELL PARKWAY S E, GAINSVILLE, GA, 30501, 210,000 ($3,901,800.00) Equity, (File 333-102666 - Jan. 23) (BR. 07) S-2 EAGLE BANCORP INC, 7815 WOODMONT AVENUE, BETHESDA, MD, 20814, 3019861800 - 0 ($12,000,000.00) Equity, (File 333-102667 - Jan. 23) (BR. 07) S-8 MAGIC COMMUNICATIONS INC, 5 WEST MAIN STREET, ELMSFORD, NY, 10523, 1,500,000 ($15,000.00) Equity, (File 333-102668 - Jan. 23) (BR. 08) S-8 TESSA COMPLETE HEALTH CARE INC/GA, PMB 202, 11575 SW PACIFIC HIGHWAY, TIGARD, OR, 97223, 503-750-5633 - 109,000,000 ($27,250.00) Equity, (File 333-102669 - Jan. 23) (BR. 09) S-8 FIRST FEDERAL BANCSHARES INC /DE, 109 EAST DEPOT STREET, COLCHESTER, IL, 62326, 3097763225 - 28,828 ($578,289.00) Equity, (File 333-102670 - Jan. 23) (BR. 07) S-3 MATRITECH INC/DE/, 330 NEVADA ST, NEWTON, MA, 02160, 6176616660 - 0 ($1,670,019.00) Equity, (File 333-102671 - Jan. 23) (BR. 01) S-8 NORTHFIELD LABORATORIES INC /DE/, 1560 SHERMAN AVE, SUITE 1000, EVANSTON, IL, 60201-4800, 8478643500 - 0 ($1,953,000.00) Equity, (File 333-102672 - Jan. 23) (BR. 01) S-8 XICOR INC, 1511 BUCKEYE DR, MILPITAS, CA, 95035, 4084328888 - 0 ($11,325,000.00) Equity, (File 333-102673 - Jan. 23) (BR. 36) S-3 GENERAL MILLS INC, NUMBER ONE GENERAL MILLS BLVD, MINNEAPOLIS, MN, 55426, 7637642311 - 0 ($1,613,562,862.00) Other, (File 333-102675 - Jan. 23) (BR. 04) S-8 POWER INTEGRATIONS INC, 5245 HELLYER AVE, SAN JOSE, CA, 95138, 4084149200 - 0 ($26,048,622.60) Equity, (File 333-102676 - Jan. 23) (BR. 06) SB-2 MIV THERAPEUTICS INC, 1-8765 ASH STREET, VANCOUVER BC CANADA, A1, V6P 6T3, 1,000,000 ($500,000.00) Equity, (File 333-102677 - Jan. 23) (BR. 09) S-8 ALBERTO CULVER CO, 2525 ARMITAGE AVE, MELROSE PARK, IL, 60160, 7084503039 - 0 ($310,590,000.00) Equity, (File 333-102682 - Jan. 23) (BR. 02) S-8 ALBERTO CULVER CO, 2525 ARMITAGE AVE, MELROSE PARK, IL, 60160, 7084503039 - 0 ($7,764,750.00) Equity, (File 333-102683 - Jan. 23) (BR. 02) SB-2 CONCRETE CASTING INC, 8800 N. GAINEY CENTER DR, SUITE 256, SCOTTSDALE, AZ, 85258, 4804430851 - 4,660,000 ($1,165,000.00) Equity, (File 333-102684 - Jan. 23) (BR. 09) S-8 ALBERTO CULVER CO, 2525 ARMITAGE AVE, MELROSE PARK, IL, 60160, 7084503039 - 0 ($10,353,000.00) Equity, (File 333-102685 - Jan. 23) (BR. 02) S-3 HEALTH MANAGEMENT ASSOCIATES INC, 5811 PELICAN BAY BLVD, SUITE 500, NAPLES, FL, 33963, 9415983131 - 56,829 ($1,049,631.30) Equity, (File 333-102686 - Jan. 23) (BR. 01) RECENT 8K FILINGS Form 8-K is used by companies to file current reports on the following events: Item 1. Changes in Control of Registrant. Item 2. Acquisition or Disposition of Assets. Item 3. Bankruptcy or Receivership. Item 4. Changes in Registrant's Certifying Accountant. Item 5. Other Materially Important Events. Item 6. Resignations of Registrant's Directors. Item 7. Financial Statements and Exhibits. Item 8. Change in Fiscal Year. Item 9. Regulation FD Disclosure. The following companies have filed 8-K reports for the date indicated and/or amendments to 8-K reports previously filed, responding to the item(s) of the form specified. 8-K reports may be obtained in person or by writing to the Commission's Public Reference Branch at 450 Fifth Street, N.W., Washington, D.C. 20549 or at the following e-mail box address: . In most cases, this information is also available on the Commission's website: . STATE 8K ITEM NO. NAME OF ISSUER CODE 1 2 3 4 5 6 7 8 9 DATE COMMENT ------------------------------------------------------------------------------------ ACE COMM CORP MD X X 01/20/03 ADVANCE AUTO PARTS INC DE X X 01/23/03 ADVANTA CORP DE X X 01/23/03 AEROSONIC CORP /DE/ DE X 01/21/03 ALTERRA HEALTHCARE CORP DE X X X 01/22/03 AMERICAN COMMERCIAL LINES LLC DE X 01/06/03 AMERICAN ENTERPRISE CORP FL X X 01/21/03 AMPLIDYNE INC DE X 01/10/03 AOL TIME WARNER INC DE X 01/16/03 APPLEBEES INTERNATIONAL INC DE X 01/23/03 APPLERA CORP DE X X 01/23/03 APRIA HEALTHCARE GROUP INC DE X X 01/23/03 ARBITRON INC DE X X 01/23/03 ART TECHNOLOGY GROUP INC DE X X X 01/23/03 ASHLAND INC KY X 01/23/03 BANK OF AMERICA CORP /DE/ DE X X 01/16/03 BANK OF AMERICA MORTGAGE SECURITIES I DE X X 01/23/03 BANK OF GRANITE CORP DE X X 01/22/03 BARNES & NOBLE INC DE X X 01/21/03 BAXTER INTERNATIONAL INC DE X X 01/23/03 AMEND BECTON DICKINSON & CO NJ X X 01/23/03 BERKSHIRE HILLS BANCORP INC X X 01/22/03 BOK FINANCIAL CORP ET AL OK X 12/31/02 BOK FINANCIAL CORP ET AL OK X 12/31/02 BOSTON PROPERTIES INC DE X X 01/17/03 CABOT MICROELECTRONICS CORP DE X X 01/23/03 CALIFORNIA INDEPENDENT BANCORP CA X 01/21/03 CALPINE CORP DE X X 01/21/03 CAPITOL FEDERAL FINANCIAL X X 01/21/03 CARCO AUTO LOAN MASTER TRUST DE X X 01/06/03 CARCO AUTO LOAN MASTER TRUST DE X X 01/15/03 CARCO AUTO LOAN MASTER TRUST DE X X 01/06/03 CATERPILLAR FINANCIAL SERVICES CORP DE X 01/23/03 CATERPILLAR INC DE X 12/31/02 CATERPILLAR INC DE X 01/23/03 CELL ROBOTICS INTERNATIONAL INC CO X X 01/17/03 CENTURY BANCORP INC MA X X 01/21/03 CERIDIAN CORP /DE/ DE X X 01/23/03 CHASE FUNDING INC NY X X 01/21/03 CHEROKEE INC DE X X X 01/23/03 CIENA CORP DE X X 01/23/03 CIT GROUP INC DE X X 01/21/03 CITIBANK SOUTH DAKOTA N A DE X 12/26/02 CITICORP DE X 01/21/03 CITICORP MORTGAGE SECURITIES INC DE X 11/25/02 CITICORP MORTGAGE SECURITIES INC DE X 11/25/02 CITICORP MORTGAGE SECURITIES INC DE X 11/25/02 CITICORP MORTGAGE SECURITIES INC DE X 11/25/02 CITICORP MORTGAGE SECURITIES INC DE X 11/25/02 CITICORP MORTGAGE SECURITIES INC DE X 11/25/02 CITICORP MORTGAGE SECURITIES INC DE X 11/25/02 CITICORP MORTGAGE SECURITIES INC DE X 11/25/02 CITICORP MORTGAGE SECURITIES INC DE X 11/25/02 CITICORP MORTGAGE SECURITIES INC DE X 11/25/02 CITICORP MORTGAGE SECURITIES INC DE X 12/26/02 CITICORP MORTGAGE SECURITIES INC DE X 12/26/02 CITICORP MORTGAGE SECURITIES INC DE X 12/26/02 CITICORP MORTGAGE SECURITIES INC DE X 12/26/02 CITICORP MORTGAGE SECURITIES INC DE X 12/26/02 CITICORP MORTGAGE SECURITIES INC DE X 12/26/02 CITICORP MORTGAGE SECURITIES INC DE X 12/26/02 CITICORP MORTGAGE SECURITIES INC DE X 12/26/02 CITICORP MORTGAGE SECURITIES INC DE X 12/26/02 CITICORP MORTGAGE SECURITIES INC DE X 12/26/02 CITICORP MORTGAGE SECURITIES INC DE X 12/26/02 CITIZENS FINANCIAL SERVICES INC PA X 12/31/02 CITY NATIONAL CORP DE X X 01/22/03 CLICK2LEARN INC/DE/ DE X 01/21/03 COHO ENERGY INC TX X X 01/21/03 COMMUNITY HEALTH SYSTEMS INC/ DE X X 01/23/03 COMPOSITE HOLDINGS INC NV X X 01/21/03 COMPREHENSIVE CARE CORP DE X X 01/23/03 CONCEPTUS INC DE X 01/14/03 COOPER INDUSTRIES LTD X X X 01/23/03 CORNING INC /NY NY X X 12/31/02 CRANE CO /DE/ DE X 01/23/03 CREATIVE HOST SERVICES INC CA X 01/17/03 CREDENCE SYSTEMS CORP DE X X 01/22/03 CREDIT SUISSE FIRST BOSTON MORTGAGE S DE X 01/23/03 CREDIT SUISSE FIRST BOSTON MORTGAGE S DE X 01/23/03 CROGHAN BANCSHARES INC OH X X 01/23/03 CWABS INC DE X X 01/23/03 CWABS INC DE X X X 01/23/03 CWABS INC DE X 01/23/03 CWABS INC ASSET BACK CERT SERIES 2002 DE X X 08/30/02 DAIMLERCHRYSLER AUTO TRUST 2002 A MI X X 01/06/03 DAIMLERCHRYSLER AUTO TRUST 2002-B X X 01/06/03 DAIMLERCHRYSLER AUTO TRUST 2002-C X X 01/08/03 DAIMLERCHRYSLER MASTER OWNER TRUST X X 01/15/03 DANIELSON HOLDING CORP DE X 01/06/03 DEL GLOBAL TECHNOLOGIES CORP NY X 02/01/03 DELTIC TIMBER CORP DE X X 01/22/03 DISCOVER CARD MASTER TRUST I DE X X 01/22/03 DOMINION RESOURCES INC /VA/ VA X X 01/23/03 DORAL FINANCIAL CORP PR X 01/22/03 E LOAN INC DE X X 01/22/03 ECOLAB INC DE X X 01/23/03 EMC CORP MA X X 01/23/03 EQUITY ONE INC MD X 01/23/03 EXPEDITORS INTERNATIONAL OF WASHINGTO WA X 01/22/03 FAHNESTOCK VINER HOLDINGS INC X 01/14/03 FINANCIAL ASSET SEC CORP ASSET BACKED DE X X 12/30/02 FIRST COMMERCE CORP NC X X 01/22/03 FIRST FEDERAL BANCSHARES INC /DE DE X X 01/23/03 FIRST HORIZON ASSET SECURITIES INC DE X X 01/22/03 FIRST INTERSTATE BANCSYSTEM INC MT X X 01/23/03 FLEMING COMPANIES INC /OK/ OK X X 01/22/03 FORTUNE BRANDS INC DE X X 01/22/03 FRANKLIN RESOURCES INC DE X X 01/23/03 GENCORP INC OH X X 01/23/03 GOLD BOND RESOURCES INC X 01/08/03 GOLDEN STAR RESOURCES LTD X 01/22/03 GREATER BAY BANCORP CA X X X 01/22/03 GREENWICH CAPITAL ACCEPTANCE INC DE X X 01/15/03 GREENWICH CAPITAL COM FUNDING CORP MO X X 12/30/02 AMEND GREG MANNING AUCTIONS INC NY X X 01/17/03 GS MORTGAGE SECURITIES CORP DE X X 01/23/03 HARTFORD FINANCIAL SERVICES GROUP INC DE X 01/22/03 HARTFORD FINANCIAL SERVICES GROUP INC DE X 01/23/03 HARTFORD LIFE INC DE X 01/22/03 HARTFORD LIFE 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01/22/03 STERLING BANCORP NY X X 01/21/03 STERLING BANCSHARES INC TX X X 01/23/03 STORAGE TECHNOLOGY CORP DE X X 01/22/03 STRATEGIC DISTRIBUTION INC DE X X 01/14/03 STRATESEC INC DE X 01/09/03 STRUCTURED ASSET MORTGAGE INVEST MORT X X 08/19/02 AMEND STRUCTURED ASSET MORTGAGE INVEST MORT X X 07/19/02 AMEND STRUCTURED ASSET MORTGAGE INVEST MORT X X 11/19/02 AMEND STRUCTURED ASSET MORTGAGE INVEST MORT X X 10/19/02 AMEND STRUCTURED ASSET MORTGAGE INVEST MORT X X 09/19/02 AMEND SUITE 101 COM INC DE X 01/22/03 SUN BANCSHARES INC X X 01/23/03 AMEND SYNERGY FINANCIAL GROUP INC X X 01/23/03 TAMARAK INC X X 01/21/03 TAYLOR ANN STORES CORP DE X X 01/23/03 TELLABS INC DE X 01/23/03 TETRA TECH INC DE X X 01/22/03 TEXTRON INC DE X 12/28/02 THERMOELASTIC TECHNOLOGIES INC /CO/ CO X 01/12/03 THORNBURG MORTGAGE SEC TR 2002-1 MRT DE X 04/25/02 AMEND THORNBURG MORTGAGE SEC TR 2002-1 MRT DE X 05/28/02 AMEND THORNBURG MORTGAGE SEC TR 2002-1 MRT DE X 05/28/02 AMEND THORNBURG MORTGAGE SEC TR 2002-1 MRT DE X 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X X 01/23/03 VOLKSWAGEN DEALER FINANCE LLC DE X X 01/21/03 WASHINGTON MUTUAL INC WA X 01/23/03 AMEND WASHINGTON MUTUAL MORTGAGE SECURITIES DE X 01/21/03 WELLS FARGO ASSET SECURITIES CORP DE X X 01/23/03 WFS FINANCIAL 2002-3 OWNER TRUST CA X X 01/21/03 WORLD DIAGNOSTICS INC DE X X 01/22/03 WORLDWATER CORP NV X X 01/15/03 WWBROADCAST NET INC WY X 01/22/03 X-CHANGE CORP NV X X 01/23/03 XCEL ENERGY INC MN X X 01/22/03 XIN NET CORP FL X X 01/09/03 ZEMEX CORP DE X X 01/20/03 ZIONS BANCORPORATION /UT/ UT X 01/23/03