SEC NEWS DIGEST Issue 2003-61 April 1, 2003 COMMISSION ANNOUNCEMENTS PUBLIC APPEARANCES OF SENIOR COMMISSION OFFICIALS - APRIL 2003 The following is a schedule for April 2003 of the public appearances of SEC officials, including the Chairman, Commissioners, and senior staff members. For additional information on events hosted by groups other than the Commission, please call the contact numbers listed. As events are subject to change, please confirm them with the SEC's Office of Public Affairs or the sponsoring organizations. When: Wednesday, April 2 Who: Lori A. Richards, Director, Office of Compliance Inspections and Examinations What: The 2003 Mutual Funds and Investment Management Conference Where: Marriott's Desert Springs Hotel, Palm Desert, California Contact: Gail Robinson, (202) 371-5405 When: Wednesday, April 2 Who: Annette Nazareth, Director, Division of Market Regulation What: Fordham University School of Law Lecture -- Celebrating 30 Years of Market Regulation Where: New York, New York Contact: Ken Rosen, (212) 636-7985 When: Thursday, April 3 Who: Commissioner Harvey J. Goldschmid What: Corporate Governance and the Sarbanes-Oxley Act of 2002 Where: Baruch College, New York, New York Contact: Linda Lach, (646) 312-2133 When: Friday, April 4 Who: Commissioner Harvey J. Goldschmid What: Duke-ILEP Conference, "Complex Litigation Where: Hotel Del Coronado, San Diego, California Contact: James D. Cox, (919) 613-7056 When: Friday, April 4 Who: Commissioner Cynthia A. Glassman What: American Bar Association Where: Washington, DC Contact: Michael B. Mierzewski, (202) 942-5995 When: Friday, April 4 Who Lawrence Harris, Chief Economist, Office of Economic Analysis What: ABA Anti-Trust Conference, Speaker Where: Washington, DC Contact: Michael Mierzewski, (202) 942-5995 When: Friday, April 4 Who: Alan Beller, Director, Division of Corporation Finance What: American Bar Association, Section of Business Law Spring Meeting Where: St Regis Hotel, Los Angeles, California Contact: Diane Babal, Meeting Planner, (312) 988-6187 When: Sunday, April 6 - Wednesday, April 9 Who: Giovanni Prezioso, General Counsel, Office of the General Counsel What: SIA Compliance & Legal Division Annual Seminar Where: Walt Disney World Dolphin Lake Buena Vista, Florida Contact: Irene Saulsbury, (518) 785-0721 When: Monday, April 7 Who: Commissioner Paul Atkins What: SIA Compliance & Legal Division Annual Seminar Where: Walt Disney World Dolphin Lake Buena Vista, Florida Contact: Paul Merolla, (212) 526-0657 When: Monday, April 7 Who: Commissioner Cynthia A. Glassman What: National Economics Club Where: Washington, DC Contact: Barbara Fraumeni, (202) 606-9603 When: Monday, April 7 - Tuesday, April 8 Who: Annette Nazareth What: SIA Compliance & Legal Division Annual Seminar Where: Walt Disney World Dolphin Lake Buena Vista, Florida Contact: Dan Goldstein, (518) 785-0721 When: Tuesday, April 8 Who: Chairman Donaldson What: Senate Appropriations Hearing for Fiscal 2004 Where: Capitol Building, Senate-146 Contact: Contact: Brian Gross, 202-942-0100 When: Tuesday, April 8 Who: Alan Beller, Director, Division of Corporation Finance; Paul Roye, Director, Division of Investment Management What: SIA Compliance & Legal Division Annual Seminar Where: Walt Disney World Dolphin Lake Buena Vista, Florida Contact: Paul A. Merolla, (212) 310-7548 When: Wednesday, April 9 Who: Stephen M. Cutler, Director, Division of Enforcement What: SIA Compliance & Legal Division Annual Seminar Where: Walt Disney World Dolphin Lake Buena Vista, Florida Contact: Irene Saulsbury, (518) 785-0721 When: Thursday, April 10 Who: Chairman William H. Donaldson What: Senate Committee on Banking, Housing and Urban Affairs Where: Washington, DC Contact: Brian Gross, (202) 942-0100 When: Thursday, April 10 Who: Alan Beller, Director, Division of Corporation Finance What: The Bond Market Association Where: Waldorf Astoria, New York City Contact: Michele C. David, (646) 637-9220 When: Thursday, April 10 Who: Commissioner Harvey J. Goldschmid What: Corporate Behavior and Financial Markets Where: Vanderbilt University, Nashville Tennessee Contact: Pat Scott, (615) 322-3671 When: Thursday, April 10 Who: Jackson M. Day, Acting Chief Accountant, Office of the Chief Accountant What: Crucial Issues on the Commission's Agenda Where: Ray Garrett Jr. Corporate & Securities Law Institute Northwest University School of Law, Chicago, Illinois Contact: David S. Ruder, (312) 503-8444 When: Thursday, April 10 Who: Commissioner Cynthia A. Glassman What: 23rd Annual Ray Garrett, Jr. Corporate and Securities Law Conference Where: Chicago, Illinois Contact: R.A. Pete Wentz or Juliann Cecchi, (312) 503-1828 When: Friday, April 11 Who: Commissioner Paul Atkins What: Annual Conference of the Investment Counsel Association of America Where: Four Seasons Hotel, San Francisco, California Contact: Diedre Schremp, (202) 293-4222 When: Friday, April 11 Who: Lawrence Harris, Chief Economist, Office of Economic Analysis What: Vanderbilt University Conference, Corporate Behavior and Financial Markets, Session participant Where: Nashville, Tennessee Contact: Pat Scott, (615) 322-3671 When: Tuesday, April 15 Who: Annette Nazareth, Director, Division of Market Regulation What: SIA Compliance & Legal Division Monthly Luncheon Where: New York, New York Contact: Joseph Castro, (617) 563-8557 When: Friday, April 25 Who: Commissioner Harvey J. Goldschmid What: Legislating Corporate Ethics Where: Notre Dame Law School, Notre Dame, Indiana Contact: Julian Velasco, (574) 631-4965 When: Monday, April 28 Who: Lori A. Richards, Director, Office of Compliance Inspections and Examinations What: ICAA-IA Week Investment Adviser Conference Where: The Fairmont Hotel, Washington, DC Contact: Cathie Saadeh, (301) 287-2213 When: Tuesday, April 29 Who: Lawrence Harris, Chief Economist, Office of Economic Analysis What: Baruch College Conference, Coping with Institutional Order Flow, Session participant Where: New York, New York Contact: Toni Colaninno, (646) 312-3512 When: Wednesday, April 30 Who: Jackson M. Day, Acting Chief Accountant, Office of the Chief Accountant What: The Conference of Accountants Where: The University of Tulsa, Tulsa Oklahoma Contact: Bodil Mills or George Schulz, (918) 631-2217 SEC REQUIRES EXCHANGE LISTING STANDARDS FOR AUDIT COMMITTEES The Securities and Exchange Commission today voted to adopt rules directing the national securities exchanges and national securities associations to prohibit the listing of any security of an issuer that is not in compliance with the audit committee requirements established by the Sarbanes-Oxley Act of 2002. The new rules and amendments implement the requirements of Section 10A(m)(1) of the Securities Exchange Act of 1934, as added by Section 301 of the Sarbanes-Oxley Act of 2002. Under the new rules, national securities exchanges and national securities associations will be prohibited from listing any security of an issuer that is not in compliance with the following requirements. * Each member of the audit committee of the issuer must be independent according to the specified criteria in Section 10A(m). * The audit committee must be directly responsible for the appointment, compensation, retention and oversight of the work of any registered public accounting firm engaged for the purpose of preparing or issuing an audit report or performing other audit, review or attest services for the issuer, and the registered public accounting firm must report directly to the audit committee. * The audit committee must establish procedures for the receipt, retention and treatment of complaints regarding accounting, internal accounting controls or auditing matters, including procedures for the confidential, anonymous submission by employees of concerns regarding questionable accounting or auditing matters. * The audit committee must have the authority to engage independent counsel and other advisors, as it determines necessary to carry out its duties. * The issuer must provide appropriate funding for the audit committee. The new rules will establish Section 10A(m)'s two criteria for audit committee member independence. * Audit committee members must be barred from accepting any consulting, advisory or compensatory fee from the issuer or any subsidiary, other than in the member's capacity as a member of the board or any board committee. * An audit committee member must not be an affiliated person of the issuer or any subsidiary apart from capacity as a member of the board or any board committee. The new rules will apply to both domestic and foreign listed issuers. It is important to note that, based on significant input from and dialogue with foreign regulators and foreign issuers and their advisers, several provisions, applicable only to foreign private issuers, have been included that seek to address the special circumstances of particular foreign jurisdictions. These provisions include * allowing non-management employees to serve as audit committee members, consistent with "co-determination" and similar requirements in some countries; * allowing shareholders to select or ratify the selection of auditors, also consistent with requirements in many foreign countries; * allowing alternative structures such as boards of auditors to perform auditor oversight functions where such structures are provided for under local law; and * addressing the issue of foreign government shareholder representation on audit committees. The new rules also will make several updates to the Commission's disclosure requirements regarding audit committees, including updates to the audit committee financial expert disclosure requirements for foreign private issuers. The Commission voted to establish two sets of implementation dates for listed issuers. Generally, listed issuers will be required to comply with the new listing rules by the date of their first annual shareholders meetings after Jan. 15, 2004, but in any event no later than Oct. 31, 2004. Foreign private issuers and small business issuers will be required to comply by July 31, 2005. The full text of the detailed release concerning the new rule will be posted to the SEC Web site as soon as possible. (Press Rel. 2003-43) PUBLIC AFFAIRS DIRECTOR CHRISTI HARLAN TO LEAVE COMMISSION, JOIN PCAOB STAFF Securities and Exchange Commission Chairman William H. Donaldson today announced that Christi Harlan will be leaving the SEC after 15 months as director of public affairs. Harlan, 45, joined the SEC in January 2002 and worked with the Commission on announcements of significant new rules for public companies, including expansion of disclosure requirements, executives' certification of financial statements and the implementation of the Sarbanes-Oxley Act. Harlan will join the staff of the Public Company Accounting Oversight Board as public affairs director. "Christi played an important role in helping inform the public during the most intensive period of rulemaking and enforcement activity in the Commission's history," Donaldson said. "I am pleased that she will continue that role as the new accounting board undertakes its vital work." Prior to joining the Commission, she served as director of external affairs at the Federal Emergency Management Agency and as communications director for the Senate Committee on Banking, Housing and Urban Affairs. Harlan spent 20 years as a reporter, including six years at The Wall Street Journal. (Press Rel. 2003-44) ENFORCEMENT PROCEEDINGS SEC BARS STOCK PROMOTER FROM ASSOCIATION WITH ANY BROKER OR DEALER On March 31, the Commission filed a settled administrative proceeding against Niko G. Efstathiou of Monarch Beach, California today, barring him from the brokerage industry. The bar was based on the entry on March 18, 2003 of a fraud injunction against Efstathiou arising from his participation in an offering of the stock in North American Medical Products, Inc. (NAMP) that occurred from 1997 to 2000. The Commission's complaint alleged that Efstathiou, along with other defendants, made misrepresentations and omissions in the sale of NAMP stock, including failing to disclose a 50% commission being paid to the boilerroom operators selling the stock. Efstathiou consented to the entry of an order enjoining him from violating the antifraud, securities registration, and broker registration provisions of the federal securities laws. Efstathiou was also required to return to NAMP for cancellation approximately a million shares of NAMP stock he received as compensation for his role in the securities offering. No further monetary relief was required of Efstathioiu based on his sworn financial statements. (Rel. 34-47601; File No. 3-11079) SEC FILES ENFORCEMENT ACTION AGAINST FIVE INDIVIDUALS FOR FRAUDULENT INVESTMENT SCHEME The Commission announced today that it filed a civil fraud action against five individuals involved in a fraudulent investment scheme that raised at least $2.8 million from more than 120 investors. According to the Commission's complaint, Jack Calvin of Ozark, Missouri organized the fraudulent scheme. The complaint alleges that defendants Byron Nernoff of Roslyn Heights, New York; James Proffitt of Tomkinsville, Kentucky; Daniel Wayne Adams of Sandwich, Massachusetts; and Charles Timson of Greenlawn, New York each solicited investors in exchange for commissions. According to the complaint, Calvin, Nernoff, Proffitt, Adams and Timson violated the antifraud, securities registration, and broker registration provisions of the federal securities laws, including Sections 5(a), 5(c), and 17(a) of the Securities Act of 1933, and Sections 10(b) and 15(a) of the Securities Exchange Act of 1934 and Rule 10b-5 thereunder. The Commission seeks disgorgement of all funds fraudulently received by the defendants and by Jack Calvin's daughter Shannon Calvin, who was named as a relief defendant, plus prejudgment interest, and civil monetary penalties from each of the defendants. [SEC v. Jack Calvin, et al., Civil Action No. 03-10586-MEL, USDC, District of Massachusetts] (LR- 18056) COMMISSION OBTAINS TEMPORARY RESTRAINING ORDER, ASSET FREEZES AND OTHER EMERGENCY RELIEF IN PENNY STOCK SCHEME ORCHESTRATED BY RECIDIVIST FRANK CUSTABLE, JR. On March 28, the Commission obtained a Temporary Restraining Order (TRO) from the United States District Court for the Northern District of Illinois, temporarily restraining Frank J. Custable, Jr., of Glendale Heights, Illinois, Suburban Capital Corp., Sara Wetzel, of Glenview, Illinois, and Francis Scott Widen of Buffalo Grove, Illinois, from violating the anti-fraud, registration and reporting provisions of the federal securities laws. Custable is a recidivist who, in 1994, was permanently enjoined from violating the anti-fraud provisions of the federal securities laws as part of a prior Commission enforcement action. As part of the TRO, the Court also entered orders freezing the assets of Custable, Suburban Capital, Wetzel, Widen and Pine Services, Ltd., a relief defendant, requiring Custable, Suburban Capital, Wetzel and Widen to repatriate assets, temporarily prohibiting Custable and Suburban Capital from participating in penny stock offerings and from trading in any securities, requiring all defendants to give an accounting and prohibiting document destruction. The Commission's complaint alleged that Custable has orchestrated an ongoing scheme to violate the registration, antifraud and reporting violations of the federal securities laws. The scheme, as alleged in the complaint, began in at least November 2001, has involved at least seven different penny stocks and has generated at least $4.3 million in ill-gotten gains. According to the complaint, Custable fraudulently concealed his ownership interest in the seven penny stocks by having Suburban Capital, Wetzel, Widen and various other individuals engage in a host of securities transactions on his behalf. The complaint further alleged that Custable, Wetzel and Suburban Capital have obtained stock through fraudulent Form S-8 registrations (normally intended to allow distribution of securities to employees and consultants) and through a scheme to counterfeit nearly half of the outstanding stock in Blagman Media International, Inc., a company whose stock is quoted on the OTC Electronic Bulletin Board. The complaint alleged that Custable and the other defendants illegally dumped massive quantities of the improperly registered shares on the general public. The Commission's complaint also names as defendants four public companies whose stock is quoted on the OTC Electronic Bulletin Board (Bulletin Board Companies) and four officers of the Bulletin Board Companies. The other defendants named in the Commission's complaint are Thermo Elastic Technologies, Inc., Wasatch Pharmaceutical, Inc., David Giles and Gary Heesch, who are two of Wasatch's officers, Pacel Corp., David Calkins, who is an officer of Pacel, Gateway Distributors, Ltd., and Richard Bailey, an officer of Gateway. The complaint also named Pine Services as a relief defendant. The Complaint alleged that Custable, Suburban Capital and Wetzel violated the antifraud provisions of the Securities Act of 1933 (Securities Act) and the Securities Exchange Act of 1934 (Exchange Act). The complaint also alleged that Custable violated the reporting provisions of the Exchange Act by failing to report his ownership interest in the penny stocks involved in his scheme. The Commission alleged in its complaint that Custable, Wetzel, Widen and Suburban Capital violated the registration provisions of the Securities Act. The complaint also alleged that Wasatch, Heesch and Giles violated the antifraud and registration provisions of the Securities Act the Exchange Act, by engaging in several sham S-8 transactions with Custable and Suburban Capital. The complaint alleged that ThermoElastic, Gateway, Pacel, Bailey and Calkins violated the anti- fraud provisions of the Securities Act and the Exchange Act by engaging in fraudulent S-8 transactions with Custable and Suburban Capital. Apart from emergency relief, the Commission seeks the entry of preliminary and permanent injunctive relief, disgorgement, civil penalties, a penny stock bar against Custable, Suburban Capital, Wetzel, Widen, Heesch, Giles, Calkins and Bailey and an order barring Heesch, Giles, Calkins and Bailey from serving as an officer or director of a public company. The Commission wishes to acknowledge the assistance of the NASD in this matter. [SEC v. Frank J. Custable, Jr., Sara Wetzel, Suburban Capital Corp., Francis Scott Widen, Wasatch Pharmaceutical, Inc., David Giles, Gary Heesch, Pacel Corp., David Calkins, Gateway Distributors, Ltd., Richard Bailey and ThermoElastic Technologies, Inc., USDC, ND Illinois, Civil Action No. 03-C-2182 (Gottschall, J.)] (LR-18057) SEC FILES SETTLED ACCOUNTING CHARGES AGAINST THOMAS & BETTS CORPORATION AND THREE INDIVIDUALS On April 1, the Commission filed a settled accounting case in the U.S. District Court for the District of Columbia against Thomas & Betts Corporation (T&B), a publicly-traded electrical components manufacturer headquartered in Memphis, Tennessee, and three individuals. The individual defendants are Neil W. Parker, former President of T&B's Electrical Components Group, Robin B. Gregersen, former Vice President and Controller of T&B's Electrical Components Group, and Robert C. Calhoun, former Vice President of T&B's National Accounts Sales Group and current Vice President of T&B's Distributor Marketing. The Commission charged Parker and Gregersen with violating the anti-fraud provisions of the Securities Exchange Act of 1934 and the Commission's rules thereunder, and charged all of the defendants with violating, or aiding and abetting violations of, the reporting, books-and-records, and internal controls provisions of the Exchange Act and the Commission's rules thereunder. The Commission's complaint alleges that, from late 1998 through early 2000, officers at T&B's Electrical Components Group - specifically defendants Parker, Gregersen, and Calhoun - knowingly engaged in conduct that circumvented T&B's internal controls and falsified T&B's books, records, and accounts. As a result, the complaint further alleges, T&B materially overstated its pre-tax income in earnings releases and in public filings with the Commission. In March 2001, according to the complaint, T&B restated its 1999 fiscal year financial statements, including the interim quarters, to materially reduce its previously reported pre-tax income. In particular, the Commission's complaint alleges that: * In 1998, T&B's Electrical Components Group began a new sales initiative involving large transactions called "Power Buys," which all featured some combination of the following characteristics: abnormally large volume of product; abnormally large price discounts; extended payment terms; negotiated near fiscal quarter-end; shipment of product to third-party warehouses, storage of product at these warehouses, and insurance for product stored at these warehouses, all at T&B's expense; T&B's customer having an unqualified right to return product or, in some instances, automatic reversion of unsold inventory to T&B on a date certain; and assistance by T&B in bringing about resale of the product by the customer to the end user. According to the complaint, T&B's accounting for these Power Buys did not comply with generally accepted accounting principles (GAAP) because, in several instances during its 1999 fiscal year, T&B immediately recognized revenue from Power Buys that were subject to side agreements that excused the buyer from paying for product until it was resold to end users. The complaint alleges that Parker, Gregersen and Calhoun approved or were aware of many of these side agreements. * After unsuccessfully attempting to convince Power Buy customers to pay for products not yet resold to end users, Parker and Gregersen directed Calhoun to solicit "prepayments" from customers which were, in essence, loans to T&B to be applied toward the customers' future purchases of product outside the Power Buy program. According to the complaint, Parker, Gregersen, and Calhoun knew that T&B agreed to pay these customers interest on the prepayments, and Parker and Gregersen failed to take appropriate action to prevent T&B from improperly allocating the prepayments to reduce outstanding accounts receivable balances on prior Power Buys. * On at least two occasions during 1999, T&B improperly recorded revenue on Power Buys after Parker and Calhoun knowingly shipped Power Buy products to a third-party warehouse that they knew were not reflective of the customer's actual orders. * During February 2000, while T&B's outside auditors were auditing the company's financial statements for the fiscal year ended January 2, 2000, representatives of T&B made materially false and misleading statements to the auditors about certain Power Buy transactions. According to the complaint, Parker, Gregersen and Calhoun were aware that incorrect information was being provided to the auditors but made no effort to correct it, and Gregersen prepared a memorandum for T&B's auditors that contained inaccurate information. * During the relevant period, T&B failed to devise and maintain adequate internal accounting controls, and failed to make and keep accurate books, records, and accounts. * In March 2001, T&B restated its financial statements for the first and second quarters of its 2000 fiscal year, for the interim quarters of its 1999 fiscal year, and for its 1996 through 1999 fiscal years. The total amount of the restatements for all periods reduced T&B's previously reported pre-tax income by $114.1 million, of which approximately $18.9 million resulted from the reversal of Power Buys that had originally been recorded as sales during T&B's 1999 fiscal year. Without admitting or denying the Commission's allegations, all of the defendants consented to the entry of final judgments against them. T&B agreed to be enjoined from violating Exchange Act Sections 13(a), 13(b)(2)(A), and 13(b)(2)(B) and Exchange Act Rules 12b-20, 13a-1, and 13a-13. Parker agreed to be enjoined from violating Exchange Act Sections 10(b) and 13(b)(5), and Exchange Act Rules 10b-5, 13b2-1, and 13b2-2, and from aiding and abetting violations of Exchange Act Sections 13(a), 13(b)(2)(A), and 13(b)(2)(B) and Exchange Act Rules 12b-20, 13a-1, and 13a-13. Parker also agreed to be prohibited from acting as an officer or director of any public company, to pay a total of $62,384, comprised of $9,741 in disgorgement, $2,643 in prejudgment interest, and a $50,000 civil penalty. Gregersen agreed to be enjoined from violating Exchange Act Sections 10(b) and 13(b)(5), and Exchange Act Rules 10b-5 and 13b2-1, and from aiding and abetting violations of Exchange Act Sections 13(a), 13(b)(2)(A), and 13(b)(2)(B) and Exchange Act Rules 12b-20, 13a-1, 13a- 13, and 13b2-2. Gregersen also agreed to pay a total of $31,535, comprised of $13,769 in disgorgement, $2,766 in prejudgment interest, and a $15,000 civil penalty, the amount of which was based, in part, on Gregersen's demonstrated inability to pay more than that. Calhoun agreed to be enjoined from violating Exchange Act Section 13(b)(5) and Exchange Act Rule 13b2-1, and from aiding and abetting violations of Exchange Act Sections 13(a), 13(b)(2)(A) and 13(b)(2)(B) and Exchange Act Rules 12b-20, 13a-1, 13a-13, and 13b2-2. Calhoun also agreed to pay a $25,000 civil penalty. [SEC v. Thomas & Betts Corporation, et al., No. 1:03CV00784 (Lamberth, J.) (D.D.C.)] (LR-18058; AAE Rel. 1747) SEC CHARGES THREE HEALTHSOUTH OFFICIALS IN CONNECTION WITH ACCOUNTING FRAUD The Commission filed complaints March 31 charging HealthSouth Corp. officials William T. Owens, Weston L. Smith, and Emery Harris with violating and/or aiding and abetting violations of the antifraud, reporting, books-and-records, and internal controls provisions of the federal securities laws. Since February 2000, Owens has, at different times, served as HealthSouth's Chief Financial Officer, Executive Vice President, President, and Chief Operating Officer. Smith was HealthSouth's Controller from March 2000 to August 2001 and its Chief Financial Officer from August 2001 to August 2002. Harris held various positions in HealthSouth's accounting department from 1992 through 2003. He was a Group Vice President, Accounting, and Assistant Controller from March 2000 to March 2003. The complaints allege that since at least as early as 1999, HealthSouth has been systematically overstating its earnings by at least $1.4 billion in order to meet or exceed Wall Street earnings expectations. The false increases in earnings were matched by false increases in HealthSouth's assets. By the third quarter of 2002, HealthSouth's assets were overstated by at least $800 million, or approximately 10 percent. The complaints charge that, Owens, Smith, and Harris, in furtherance of the above scheme, made or directed other HealthSouth employees to make false accounting entries to inflate reported operating results. The Commission also charged that Owens and Smith engaged in insider trading by selling substantial amounts of HealthSouth stock while they knew that HealthSouth's financial statements grossly misstated the company's earnings and assets. Finally, the complaint charges that Owens signed a management certification when he knew that the report he certified contained misleading financial statements. The Commission is seeking permanent injunctions, civil money penalties and disgorgement of all ill-gotten gains or losses avoided by the defendants, and an order prohibiting Owens, Smith and Harris from ever serving as an officer or director of a public company. On March 19, 2003, the Commission filed a complaint charging HealthSouth, the nation's largest provider of outpatient surgery, diagnostic and rehabilitative healthcare services, and its Chief Executive Officer and Chairman Richard M. Scrushy with the massive accounting fraud. (Lit. Rel. 18,044) [SEC v. William T. Ownes and Weston L. Smith, Civil Action No. CV-03-C-0720-S] (LR-18059; AAE Rel. 1750); [SEC v. Emery Harris, Civil Action No. CV-03-AR-0715-S] (LR-18060; AAE Rel. 1749) INVESTMENT COMPANY ACT RELEASES POWERSHARES EXCHANGE-TRADED FUND TRUST, ET AL. An order has been issued on an application filed by PowerShares Exchange-Traded Fund Trust, et al. The order permits an open-end management investment company, whose series would consist of the component securities of certain domestic equity securities indices, to issue shares of limited redeemability that would trade in the secondary market at negotiated prices. The order also permits (a) certain affiliated persons of the series to deposit securities into, and receive securities from, the series, and (b) dealers to sell shares of the series in the secondary market unaccompanied by a prospectus, when the Securities Act of 1933 does not require prospectus delivery. (Rel. IC-25985 - March 28) FSA CAPITAL MANAGEMENT SERVICES LLC A notice has been issued giving interested persons until April 22 to request a hearing on an application filed by FSA Capital Management Services LLC (FSA Capital) for an order under Section 6(c) of the Investment Company Act exempting applicant from all provisions of the Act. The order would permit FSA Capital to issue and sell certain debt securities and use the proceeds to finance the business activities of Financial Security Assurance Holdings Ltd. and its direct and indirect subsidiaries. (Rel. IC-25986 - March 28) HOLDING COMPANY ACT RELEASES GULF POWER COMPANY A notice has been issued giving interested persons until April 23 to request a hearing on a proposal by Gulf Power Company (Gulf), an electric utility wholly owned subsidiary of The Southern Company, a registered holding company under the Act, to issue and sell from time-to- time, prior to March 31, 2006 (Authorization Period), obligations in connection with the issuance and sale of one or more series of pollution control revenue bonds in an aggregate principal amount up to $180 million. Gulf also proposes to issue during the Authorization Period one or more series of: senior debentures, senior promissory notes or other senior debt instruments; first mortgage bonds; and preferred stock in an aggregate amount up to $450 million in any combination of issuance. (Rel. 35-27661) SELF-REGULATORY ORGANIZATIONS IMMEDIATE EFFECTIVENESS OF PROPOSED RULE CHANGE A proposed rule change filed by the Cincinnati Stock Exchange to extend its liquidity provider fee and rebate pilot program (SR-CSE-2003-03) has become effective under Section 19(b)(3)(A) of the Securities Exchange Act of 1934. Publication of the notice is expected in the Federal Register during the week of March 31. (Rel. 34-47596) 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: . SB-2 BENACQUISTA GALLERIES INC, 2,030,900 ($2,030,900.00) Equity, (File 333-104132 - Mar. 31) (BR. ) S-3 ESTEE LAUDER COMPANIES INC, 767 FIFTH AVE, NEW YORK, NY, 10153, 2125724200 - 1 ($500,000,000.00) Non-Convertible Debt, (File 333-104133 - Mar. 31) (BR. 02) S-8 AOL TIME WARNER INC, 75 ROCKEFELLER PLAZA, NEW YORK, NY, 10019, 2124848000 - 300,000 ($3,333,000.00) Equity, (File 333-104134 - Mar. 31) (BR. 05) S-8 AOL TIME WARNER INC, 75 ROCKEFELLER PLAZA, NEW YORK, NY, 10019, 2124848000 - 300,000,000 ($300,000,000.00) Non-Convertible Debt, (File 333-104135 - Mar. 31) (BR. 05) S-8 PRINCETON REVIEW INC, 2315 BROADWAY, NEW YORK CITY, NY, 10024, 2128748282 - 1,000,000 ($4,240,000.00) Equity, (File 333-104136 - Mar. 31) (BR. 08) S-8 YAHOO INC, 4087313300 - 0 ($28,029,928.13) Equity, (File 333-104137 - Mar. 31) (BR. 03) S-4 GSLI CORP, 39 MANNING ROAD, BILLERICA, MA, 01821, 9784395511 - 0 ($181,504,188.00) Equity, (File 333-104138 - Mar. 31) (BR. ) S-8 SOUTHERN MICHIGAN BANCORP INC, 51 W PEARL ST, COLDWATER, MI, 49036, 5172795500 - 0 ($1,993,200.00) Equity, (File 333-104139 - Mar. 31) (BR. 07) F-6 MITCHELLS & BUTLERS PLC, 100,000,000 ($5,000,000.00) ADRs/ADSs, (File 333-104140 - Mar. 31) (BR. ) S-4 REMINGTON ARMS CO INC/, 1011 CENTRE RD, 2ND FL, WILMINGTON, DE, 19805-1270, 3029938500 - 0 ($200,000,000.00) Non-Convertible Debt, (File 333-104141 - Mar. 31) (BR. 06) S-8 TOTAL SYSTEM SERVICES INC, 1600 FIRST AVENUE, P O BOX 1755, COLUMBUS, GA, 31901, 7066492267 - 9,355,299 ($139,393,955.00) Equity, (File 333-104142 - Mar. 31) (BR. 03) S-8 MID ATLANTIC MEDICAL SERVICES INC, 4 TAFT COURT, ROCKVILLE, MD, 20850, 3012945140 - 2,000,000 ($78,460,000.00) Equity, (File 333-104143 - Mar. 31) (BR. 01) S-8 FIRST SOUTH BANCORP INC /VA/, 1311 CAROLINA AVE, WASHINGTON, NC, 27889, 2529464178 - 961,918 ($21,013,475.00) Equity, (File 333-104144 - Mar. 31) (BR. 07) S-8 DIAMOND DISCOVERIES INTERNATIONAL CORP, 119 WEST 23RD ST, STE 508, NEW YORK, NY, 10011, 6464863900 - 0 ($1,164,800.00) Equity, (File 333-104146 - Mar. 31) (BR. 09) F-3 METALINK LTD, YAKUM BUSINESS PARK, YAKUM ISRAEL, L3, 60972, 97299605388 - 10,565,651 ($36,451,496.00) Equity, (File 333-104147 - Mar. 31) (BR. 36) N-2 ALLIED CAPITAL CORP, 1919 PENNSYLVANIA AVENUE NW, WASHINGTON, DC, 20006, 2023311112 - 0 ($359,100,000.00) Equity, (File 333-104149 - Mar. 31) (BR. 16) S-3 MDU RESOURCES GROUP INC, 918 EAST DIVIDE AVENUE, BISMARCK, ND, 58506-5650, 7012227900 - 0 ($500,000,000.00) Other, (File 333-104150 - Mar. 31) (BR. 02) S-3 BANK OF AMERICA CORP /DE/, BANK OF AMERICA CORPORATE CENTER, 100 N TRYON ST, CHARLOTTE, NC, 28255, 7043868486 - 0 ($2,000,000,000.00) Other, (File 333-104151 - Mar. 31) (BR. 07) S-8 ENGAGE INC, 100 BRICKSTONE SQUARE, ANDOVER, MA, 01810, 9786843884 - 0 ($264,000.00) Equity, (File 333-104152 - Mar. 31) (BR. 08) S-3 FINANCIAL ASSET SECURITIES CORP, 600 STEAMBOAT ROAD, GREENWICH, CT, 92618, 2036252700 - 1,000,000 ($1,000,000.00) Asset-Backed Securities, (File 333-104153 - Mar. 31) (BR. 05) S-8 LIBERTY MEDIA CORP /DE/, 12300 LIBERTY BLVD., ENGLEWOOD, CO, 80112, 7208755400 - 0 ($494,000.00) Equity, (File 333-104154 - Mar. 31) (BR. 37) S-8 PENTON MEDIA INC, 1300 EAST NINTH STREET, CLEVELAND, OH, 44114, 2166967000 - 6,000,000 ($3,000,000.00) Equity, (File 333-104155 - Mar. 31) (BR. 05) S-8 CATUITY INC, 2711 EAST JEFFERSON AVE, DETROIT, MI, 48207, 3135674348 - 0 ($225,000.00) Equity, (File 333-104157 - Mar. 31) (BR. 03) S-8 HEXCEL CORP /DE/, TWO STAMFORD PLAZA, 281 TRESSER BLVD., 16TH FLOOR, STAMFORD, CT, 06901, 203-969-0666 - 0 ($600,000.00) Equity, (File 333-104158 - Mar. 31) (BR. 06) S-8 HEXCEL CORP /DE/, TWO STAMFORD PLAZA, 281 TRESSER BLVD., 16TH FLOOR, STAMFORD, CT, 06901, 203-969-0666 - 0 ($16,500,000.00) Equity, (File 333-104159 - Mar. 31) (BR. 06) S-8 HEXCEL CORP /DE/, TWO STAMFORD PLAZA, 281 TRESSER BLVD., 16TH FLOOR, STAMFORD, CT, 06901, 203-969-0666 - 0 ($450,000.00) Equity, (File 333-104160 - Mar. 31) (BR. 06) S-8 TERAYON COMMUNICATION SYSTEMS, 2952 BUNKER HILL LN, SANTA CLARA, CA, 95054, 4087274400 - 0 ($4,950,000.00) Equity, (File 333-104161 - Mar. 31) (BR. 37) S-8 COMERICA INC /NEW/, 500 WOODWARD AVENUE MC 3391, COMERICA TOWER AVE1ST FL, DETROIT, MI, 48226-3509, 313 222-9743 - 0 ($620,160,000.00) Equity, (File 333-104163 - Mar. 31) (BR. 07) S-8 COMERICA INC /NEW/, 500 WOODWARD AVENUE MC 3391, COMERICA TOWER AVE1ST FL, DETROIT, MI, 48226-3509, 313 222-9743 - 0 ($3,488,400.00) Equity, (File 333-104164 - Mar. 31) (BR. 07) S-3 UNIT CORP, 1000 KENSINGTON TOWER, 7130 SO LEWIS STE 1000, TULSA, OK, 74136, 9184937700 - 0 ($250,000,000.00) Other, (File 333-104165 - Mar. 31) (BR. 04) S-8 AT&T CORP, 900 ROUTE 202/206 NORTH, BEDMINSTER, NJ, 07921, 9085321900 - 2,000,000 ($16.56) Equity, (File 333-104166 - Mar. 31) (BR. 37) S-4 DENDREON CORP, 3005 FIRST AVENUE, SEATTLE, WA, 98121, 206254545 - 15,800,000 ($63,726,667.00) Equity, (File 333-104167 - Mar. 31) (BR. 01) S-3 VIXEL CORP, 11911 NORTH CREEK PARKWAY SOUTH, BOTHELL, WA, 98011, 4248065509 - 1,286,560 ($4,104,126.40) Equity, (File 333-104168 - Mar. 31) (BR. 03) S-8 F5 NETWORKS INC, 401 ELLIOT AVE WEST, STE 500, SEATTLE, WA, 98119, 2062725555 - 1,000,000 ($13,120,000.00) Equity, (File 333-104169 - Mar. 31) (BR. 03) S-8 PROTEIN DESIGN LABS INC/DE, 34801 CAMPUS DR, FREMONT, CA, 94555, 5105741400 - 3,480,000 ($24,907,440.00) Equity, (File 333-104170 - Mar. 31) (BR. 01) S-8 CNH GLOBAL N V, 100 SOUTH SAUNDERS ROAD, LAKE FOREST, IL, 60045, 10,000,000 ($16,500,000.00) Equity, (File 333-104171 - Mar. 31) (BR. 36) S-8 SONY CORP, 7-35 KITASHINAGAWA, 6-CHOME SHINAGAWA-KU, TOKYO 141 JAPAN, M0, 0354482180 - 0 ($57,752,995.00) Equity, (File 333-104172 - Mar. 31) (BR. 02) S-8 EXUS NETWORKS INC, 212-514-6600 - 10,900,000 ($76,300.00) Equity, (File 333-104174 - Mar. 31) (BR. 37) S-8 LANDRYS RESTAURANTS INC, 1510 WEST LOOP SOUTH, ,, HOUSTON, TX, 77027, 7138501010 - 0 ($50,224,612.50) Equity, (File 333-104175 - Mar. 31) (BR. 05) S-8 IMANAGE INC, 2121 SOUTH EL CAMINO REAL 4TH FLOOR, SAN MATEO, CA, 94403, 6503561166 - 4,282,005 ($12,433,581.67) Equity, (File 333-104176 - Mar. 31) (BR. 03) S-4 ANDREW CORP, 10500 W 153RD ST, ORLAND PARK, IL, 60462, 7083493300 - 0 ($492,428,887.00) Equity, (File 333-104177 - Mar. 31) (BR. 06) S-8 INSIGHTFUL CORP, 1700 WESTLAKE AVENUE NORTH, SUITE 500, SEATTLE, WA, 98109-3044, 6175771017 - 0 ($3,945,000.00) Equity, (File 333-104178 - Mar. 31) (BR. 03) S-8 COX COMMUNICATIONS INC /DE/, 1400 LAKE HEARN DR NE, ATLANTA, GA, 30319, 4048435000 - 0 ($92,385,000.00) Equity, (File 333-104179 - Mar. 31) (BR. 37) S-8 SUB SURFACE WASTE MANAGEMENT OF DELAWARE INC, 5922-B FARNSWORTH COURT, CARLSBAD, CA, 92008, 760-918-1860 - 0 ($500,000.00) Equity, (File 333-104180 - Mar. 31) (BR. 09) S-3 BAYVIEW FINANCIAL SECURITIES CO LLC, 4425 PONCE DE LEON BLVD 4TH FLOOR, CORAL GABLES, FL, 33134, 3058548880 - 0 ($1,000,000.00) Asset-Backed Securities, (File 333-104181 - Mar. 31) (BR. ) S-3 ADVANCED NEUROMODULATION SYSTEMS INC, 6501 WINDCREST DRIVE SUITE 100, PLANO, TX, 75024, 9723098000 - 0 ($2,898,000.00) Equity, (File 333-104182 - Mar. 31) (BR. 36) S-8 GABLES RESIDENTIAL TRUST, 2859 PACES FERRY RD, STE 1450, ATLANTA, GA, 30339, 7704364600 - 46,692 ($1,260,217.08) Equity, (File 333-104183 - Mar. 31) (BR. 08) S-3 VECTREN UTILITY HOLDINGS INC, 20 NW 4TH ST, EVANSVILLE, IN, 47708, 8124914000 - 0 ($350,000,000.00) Unallocated (Universal) Shelf, (File 333-104186 - Mar. 31) (BR. 04) RECENT 8K FILINGS Form 8-K is used by companies to file current reports on the following events: Item 1. Changes in Control of Registrant. Item 2. Acquisition or Disposition of Assets. Item 3. Bankruptcy or Receivership. Item 4. Changes in Registrant's Certifying Accountant. Item 5. Other Materially Important Events. Item 6. Resignations of Registrant's Directors. Item 7. Financial Statements and Exhibits. Item 8. Change in Fiscal Year. Item 9. Regulation FD Disclosure. 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 ------------------------------------------------------------------------------------ ADAIR INTERNATIONAL OIL & GAS INC TX X 03/28/03 ADAMS RESOURCES & ENERGY INC DE X X 03/28/03 ADVOCAT INC DE X 12/31/02 AGATE TECHNOLOGIES INC DE DE X X X X 11/15/02 AMEND AHL SERVICES INC GA X X 03/28/03 AIMS WORLDWIDE INC NV X 03/31/03 AMEND ALLIED WASTE INDUSTRIES INC DE X 03/31/03 ALMOST FAMILY INC DE X 12/31/02 AMBAC FINANCIAL GROUP INC DE X X 03/25/03 AMERICA SERVICE GROUP INC /DE DE X X 03/31/03 AMERICAN COMMUNITY PROPERTIES TRUST MD X 03/31/03 AMERICAN ECOLOGY CORP DE X X 03/26/03 AMERICAN GENERAL FINANCE CORP IN X X 03/28/03 AMERICAN RESTAURANT GROUP INC DE X X 03/24/03 AMERICAN STATES WATER CO CA X 03/31/03 ANADARKO PETROLEUM CORP DE X X X 03/31/03 APA OPTICS INC /MN/ MN X X 03/28/03 ARCADIA RECEIVABLES FINANCE CORP DE X 03/17/03 ARCADIA RECEIVABLES FINANCE CORP DE X 03/17/03 ARCADIA RECEIVABLES FINANCE CORP DE X 03/17/03 ARCADIA RECEIVABLES FINANCE CORP DE X 03/17/03 ARCADIA RECEIVABLES FINANCE CORP DE X 03/17/03 ARCADIA RECEIVABLES FINANCE CORP DE X 03/17/03 ARCADIA RECEIVABLES FINANCE CORP DE X 03/17/03 ARCADIA RECEIVABLES FINANCE CORP DE X 03/17/03 ARCH CAPITAL GROUP LTD DE X X 03/31/03 ARRAY BIOPHARMA INC DE X 03/31/03 ASTEA INTERNATIONAL INC DE X X 03/31/03 ASTRALIS LTD CO X 03/31/03 ATCHISON CASTING CORP KS X X 03/31/03 AVICI SYSTEMS INC DE X X 03/28/03 AXSYS TECHNOLOGIES INC DE X X 03/28/03 BA MASTER CREDIT CARD TRUST / X 03/17/03 BANK OF AMERICA CORP /DE/ DE X X 03/26/03 BANK OF AMERICA MORT SEC INC MORT PAS DE X X 03/20/03 BARD C R INC /NJ/ NJ X 03/28/03 BAYWOOD INTERNATIONAL INC NV X X 03/28/03 BEAR STEARNS COMPANIES INC DE X X 03/26/03 BECTON DICKINSON & CO NJ X 03/31/03 BMW VEHICLE OWNER TRUST 2001-A DE X 06/25/02 BMW VEHICLE OWNER TRUST 2002-A X 02/25/02 BOMBARDIER CAPITAL MORTGAGE SECURITIZ DE X 02/28/03 BOMBARDIER CAPITAL MORTGAGE SECURITIZ DE X 02/28/03 BOMBARDIER CAPITAL MORTGAGE SECURITIZ DE X 02/28/03 BOMBARDIER CAPITAL MORTGAGE SECURITIZ DE X 02/28/03 BOMBARDIER CAPITAL MORTGAGE SECURITIZ DE X 02/28/03 BOMBARDIER CAPITAL MORTGAGE SECURITIZ DE X 02/28/03 BOMBARDIER CAPITAL MORTGAGE SECURITIZ DE X 02/28/03 BOMBARDIER CREDIT RECEIVABLES CORP SE DE X 02/28/03 BOSTON LIFE SCIENCES INC /DE DE X X 03/25/03 BRANDAID MARKETING CORP DE X X 03/31/03 CABLETEL COMMUNICATIONS CORP X X 03/31/03 CAPITAL ONE AUTO FINANCE TRUST 2002-A VA X 09/11/02 CAVALIER HOMES INC DE X 12/31/02 CAVALIER HOMES INC DE X 12/31/02 CHECKPOINT SYSTEMS INC PA X 03/28/03 CHINA WIRELESS COMMUNICATIONS INC NV X X 03/22/03 CHINDEX INTERNATIONAL INC DE X X 12/31/02 COASTAL BANKING CO INC SC X 03/31/03 COCA COLA BOTTLING CO CONSOLIDATED /D DE X X 03/28/03 COMPUDYNE CORP NV X 03/31/03 CONSTAR INTERNATIONAL INC DE X X 03/31/03 CPI AEROSTRUCTURES INC NY X X 03/31/03 CROWN CASTLE INTERNATIONAL CORP DE X 03/28/03 CROWN CORK & SEAL CO INC PA X 03/31/03 CROWN HOLDINGS INC PA X 03/31/03 CSFB MORT SEC CORP MORT BACKED PASS T DE X X 03/25/03 CSFB MORTGAGE SEC CORP COMM MORT PS T DE X X 03/31/03 CULP INC NC X 03/31/03 CWMBS INC DE X 03/31/03 CWMBS INC DE X 03/31/03 CWMBS INC DE X 03/31/03 CWMBS INC DE X 03/31/03 CWMBS INC DE X 03/31/03 CWMBS INC DE X 03/31/03 CWMBS INC DE X 03/31/03 CWMBS INC DE X X 03/25/03 CWMBS INC DE X 03/31/03 CYPOST CORP DE X X 03/22/03 CYTRX CORP DE X X X 07/19/02 AMEND D & K HEALTHCARE RESOURCES INC DE X X 03/28/03 DCB FINANCIAL CORP OH X X 03/13/03 AMEND DIAMOND HILL INVESTMENT GROUP INC OH X 03/28/03 DIGITAL BROADBAND NETWORKS INC CO X 03/31/03 DOBSON COMMUNICATIONS CORP OK X 03/28/03 DORAL FINANCIAL CORP PR X X 03/28/03 DSL NET INC DE X 03/31/03 EBAY INC DE X 03/31/03 EBS LITIGATION LLC DE X 03/28/03 EBS PENSION LLC DE X 03/28/03 EFUNDS CORP DE X 12/01/02 EL PASO CORP/DE DE X X 03/31/03 ELUTION TECHNOLOGIES INC NV X X 03/19/03 EMPIRE FINANCIAL HOLDING CO FL X X 03/28/03 EMPIRE RESOURCES INC /NEW/ DE X 03/31/03 ENDOVASC INC NV X X 03/31/03 ENRON CORP/OR/ OR X X 03/31/03 ENSCO INTERNATIONAL INC DE X 03/31/03 ENSCO INTERNATIONAL INC DE X 03/28/03 EPIC FINANCIAL CORP NV X X X X 03/31/03 EQCC TRUST 2002-1 NY X 06/25/02 AMEND EXELON CORP PA X 03/28/03 FAIRCHILD SEMICONDUCTOR INTERNATIONAL DE X X 03/27/03 FARMERS CAPITAL BANK CORP KY X 03/28/03 FEDERATED DEPARTMENT STORES INC /DE/ DE X 03/31/03 FIBERMARK INC DE X X 03/27/03 FIRST CAPITAL BANK HOLDING CORP FL X 03/31/03 FIRST CITIZENS BANCORPORATION OF SOUT SC X X 03/31/03 FIRST NATIONAL BANCSHARES INC /SC/ SC X 03/28/03 FIRST SOUTHERN BANCORP GA X 03/28/03 FRONTLINE COMMUNICATIONS CORP DE X X 03/31/03 GBC BANCORP CA X 03/26/03 GENAERA CORP DE X X 03/28/03 GENERAL CHEMICAL GROUP INC DE X X 03/31/03 GENERAL CHEMICAL INDUSTRIAL PRODUCTS DE X X 03/31/03 GEORGIA PACIFIC CORP GA X X 03/28/03 GP STRATEGIES CORP DE X X 03/31/03 GRAFTECH INTERNATIONAL LTD DE X 03/28/03 GRAPHIC PACKAGING INTERNATIONAL CORP CO X 03/21/03 AMEND GRAPHON CORP/DE DE X 12/31/02 GROUP MANAGEMENT CORP DE X X X 03/31/03 GUILFORD PHARMACEUTICALS INC DE X X 03/31/03 HEALTHSOUTH CORP DE X 03/31/03 HFC REVOLVING CORP HOUSEHOLD HOME EQ DE X 03/20/03 HFC REVOLVING CORP HOUSEHOLD HOME EQU DE X 03/20/02 HOMEGOLD FINANCIAL INC SC X X 03/31/03 HORIZON PCS INC DE X X 03/31/03 HOUSEHOLD AUTO RECEIVABLES CORP ASSET NV X 03/18/03 HOUSEHOLD HOME EQUITY LOAN TRUST 1999 DE X 03/20/03 HOUSEHOLD HOME EQUITY LOAN TRUST 2002 X 03/20/03 HOUSEHOLD HOME EQUITY LOAN TRUST 2002 DE X 03/20/03 HOUSEHOLD REVOLVING HOME EQUITY LOAN DE X 03/20/03 HOUSEHOLD REVOLVING HOME EQUITY LOAN DE X 03/20/03 HOUSEHOLD REVOLVING HOME EQUITY LOAN DE X 03/20/03 I SECTOR CORP DE X 12/31/02 IMCO RECYCLING INC DE X X X 03/14/03 IMH ASSETS CORP DE X X 03/28/03 IMMULABS CORP CO X X X 03/17/03 IMPAX LABORATORIES INC DE X 03/28/03 IMPAX LABORATORIES INC DE X 03/28/03 IMPAX LABORATORIES INC DE X 03/28/03 INPUT OUTPUT INC DE X X 03/31/03 INSIGNIA FINANCIAL GROUP INC /DE/ DE X X 03/14/03 INSILCO HOLDING CO DE X 03/31/03 INSITE VISION INC DE X X 03/31/03 INTERCEPT INC GA X X 03/31/03 INTERGOLD CORP NV X X 03/28/03 INTERNET CAPITAL GROUP INC DE X X 03/31/03 INTERPLAY ENTERTAINMENT CORP DE X X 03/14/03 INTERVOICE INC TX X X 03/28/03 INVERNESS MEDICAL INNOVATIONS INC DE X 03/31/03 KANSAS CITY LIFE INSURANCE CO MO X X 03/31/03 KAW ACQUISITION CORP NV X 03/27/03 KAYDON CORP DE X X 03/31/03 KEY3MEDIA GROUP INC DE X X 03/26/03 LAS VEGAS SANDS INC NV X 12/31/02 LEVEL 8 SYSTEMS INC DE X X 03/31/03 LIFECORE BIOMEDICAL INC MN X X 03/27/03 LOTUS PACIFIC INC DE X 03/24/03 LUBYS INC DE X 03/31/03 LUBYS INC DE X 03/31/03 M WAVE INC DE X X 03/31/03 MAGNOLIA VENTURES INC NV X X X X 01/15/03 AMEND MAVERICK TUBE CORPORATION DE X 03/31/03 AMEND MAXCOR FINANCIAL GROUP INC DE X X 03/31/03 MCMORAN EXPLORATION CO /DE/ DE X 03/31/02 MCSI INC MD X 03/31/03 MDSI MOBILE DATA SOLUTIONS INC /CAN/ A1 X 03/31/03 MEDI HUT CO INC DE X X X 03/28/03 MEDIACOM BROADBAND LLC DE X 12/31/02 MEDIACOM COMMUNICATIONS CORP DE X 12/31/02 MEDIACOM LLC NY X 12/31/02 MEREDITH ENTERPRISES INC DE X X 03/31/03 MERRILL LYNCH DEPOSITOR INC PREFERRED DE X X 03/28/03 AMEND MERRILL LYNCH DEPOSITOR INC PREFERRED DE X X 03/28/03 AMEND MERRILL LYNCH DEPOSITOR INC PREFERRED DE X X 03/28/03 AMEND MERRILL LYNCH DEPOSITOR INC PREFERRED DE X X 03/28/03 AMEND MERRILL LYNCH DEPOSITOR INC PREFERRED DE X X 03/28/03 AMEND MERRILL LYNCH DEPOSITOR INC PREFERRED DE X X 03/28/03 AMEND MERRILL LYNCH DEPOSITOR INC PREFERRED NY X X 03/28/03 AMEND MERRILL LYNCH DEPOSITOR INC PREFERRED DE X X 03/28/03 AMEND MERRILL LYNCH DEPOSITOR INC PREFERRED NY X X 03/28/03 AMEND MERRILL LYNCH DEPOSITOR INC PREFERRED DE X X 03/28/03 AMEND MERRILL LYNCH DEPOSITOR INC PREFERRED DE X X 03/28/03 AMEND MERRILL LYNCH DEPOSITOR INC PREFERRED DE X X 03/28/03 AMEND MERRILL LYNCH DEPOSITOR INC PREFERRED DE X 03/28/03 AMEND MERRILL LYNCH DEPOSITOR INC PREFERRED DE X X 03/28/03 AMEND MERRILL LYNCH DEPOSITOR INC PREFERRED DE X X 03/28/03 AMEND MERRILL LYNCH DEPOSITOR PREFERREDPLUS DE X X 03/28/03 AMEND METALDYNE CORP DE X X 12/08/02 AMEND MILLENNIUM CAPITAL VENTURE HOLDINGS I DE X X 03/24/03 MILLENNIUM CHEMICALS INC DE X X 03/31/03 MISSION BANCORP CA X 03/28/03 MISSION RESOURCES CORP DE X X 03/31/03 MONMOUTH CAPITAL CORP NJ X 03/28/03 MORGAN GROUP HOLDING CO X 03/31/03 MORTGAGE ASSET SECURITIZATION TRANSAC DE X 03/31/03 MPAC CORP NV X X 03/04/03 MS STRUCTURED ASSET CORP DE X 03/31/03 MS STRUCTURED ASSET CORP DE X 03/20/03 MW MEDICAL INC NV X X 03/15/03 NATIONAL STEEL CORP DE X X 03/26/03 NATIONSBANK OF DELAWARE NA DE X X 03/17/03 NETGURU INC DE X X 03/27/03 NISSAN AUTO RECEIVABLES 2002 B OWNER DE X 03/17/03 NISSAN AUTO RECEIVABLES 2002 C OWNER DE X 03/17/03 NISSAN AUTO RECEIVABLES 2003-A OWNER DE X 03/17/03 NORDSTROM INC WA X 03/31/03 NORDSTROM INC WA X 03/31/03 NTL INC DE X X 03/31/03 NUCO2 INC /FL FL X X 03/27/03 OCEANEERING INTERNATIONAL INC DE X 03/31/03 OIL DRI CORPORATION OF AMERICA DE X 03/28/03 OLYMPUS COMMUNICATIONS LP DE X 03/25/03 ONYX ACCEPTANCE FINANCIAL CORP DE X 03/17/03 ONYX ACCEPTANCE OWNER TRUST 2002-D DE X 02/28/03 ORTHOFIX INTERNATIONAL N V X 03/28/03 OWENS ILLINOIS INC /DE/ DE X 03/28/03 PACIFIC TECHNOLOGY INC DE X X X X 03/28/03 PANAMERICAN BANCORP DE X 03/28/03 PAREXEL INTERNATIONAL CORP MA X 03/31/03 AMEND PCD INC MA X 03/31/03 PENNSYLVANIA REAL ESTATE INVESTMENT T PA X X 03/31/03 PERSONNEL GROUP OF AMERICA INC DE X X 12/31/03 PFIZER INC DE X 03/31/03 PHOENIX GOLD INTERNATIONAL INC OR X X 03/27/03 PICO HOLDINGS INC /NEW CA X 03/31/03 PMI GROUP INC DE X 03/28/03 POWERWAVE TECHNOLOGIES INC DE X X 03/31/03 PREFERREDPLUS TRUST SERIES BLC-2 DE X X 03/28/03 AMEND PREFERREDPLUS TRUST SERIES MSD-1 DE X X 03/28/03 AMEND PREMIER DEVELOPMENT & INVESTMENT INC NV X 03/31/03 PRIMEPLAYER INC NV X X 03/24/03 PRODUCTIVITY TECHNOLOGIES CORP / DE X X 03/24/03 PUBLICARD INC PA X X X 03/25/03 QLT INC/BC A1 X X 03/28/03 QLT INC/BC A1 X X 03/28/03 R&G FINANCIAL CORP PR X X 03/31/03 RENT WAY INC PA X 02/08/03 RESTORAGEN INC DE X X 03/24/03 RUDOLPH TECHNOLOGIES INC DE X 12/31/02 SALIX PHARMACEUTICALS LTD X X 03/31/03 SCHERING PLOUGH CORP NJ X X 03/31/03 SCOTTS LIQUID GOLD INC CO X 03/31/03 SCP POOL CORP DE X X 03/31/03 SI INTERNATIONAL INC X X 03/28/03 SILGAN HOLDINGS INC DE X 03/31/03 SILGAN HOLDINGS INC DE X 03/28/03 SIMULA INC AZ X X 03/31/03 SINGLE SOURCE FINANCIAL SERVICES CORP X 10/31/02 SPEEDCOM WIRELESS CORP DE X 03/26/03 SPIEGEL INC DE X 03/31/03 ST JUDE MEDICAL INC MN X 03/27/03 ST MARY LAND & EXPLORATION CO DE X X 03/31/03 STAAR SURGICAL COMPANY DE X X X 03/26/03 STAR MULTI CARE SERVICES INC NY X 01/25/03 STERLING BANCORP NY X 03/31/03 STOCKGROUP INFORMATION SYSTEMS INC CO X 12/31/02 STONERIDGE INC OH X 03/28/03 STRUCTURED ASSET MORT INV INC MORT PA DE X X 03/19/03 STRUCTURED ASSET MORT INV INC MORT PS DE X 03/19/03 STRUCTURED ASSET MORTGAGE INVEST MORT X X 03/19/03 STRUCTURED ASSET MORTGAGE INVESTMENTS DE X 01/25/02 AMEND STRUCTURED ASSET MORTGAGE INVESTMENTS DE X 02/25/02 AMEND STRUCTURED ASSET MORTGAGE INVESTMENTS DE X 03/25/02 AMEND STRUCTURED ASSET MORTGAGE 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