SEC NEWS DIGEST Issue 2003-69 April 11, 2003 ENFORCEMENT PROCEEDINGS IN THE MATTER OF WILLIAM KRAEMER On April 10, the Chief Administrative Law Judge issued an order making findings and imposing sanctions by default in the matter of William E. Kraemer. The Chief Administrative Law Judge found that Respondent Kraemer participated in a scheme that utilized a variety of materially false and misleading statements to market the common stock of Prexomet Corporation, a penny stock. Pursuant to Section 15(b)(6) of the Securities Exchange Act of 1934, the Chief Administrative Law Judge barred Respondent Kraemer from being associated with a broker or dealer and from participating in any offering of penny stock. (Rel. 34-47656; File No. 3-11037) PROCEEDINGS INSTITUTED AND SETTLED AGAINST ANITA MILLS-BARRY On April 11, the Commission instituted administrative and cease-and- desist proceedings against Anita Mills-Barry (Mills-Barry), a Texas resident. In its Order Instituting Administrative and Cease-And-Desist Proceedings, Making Findings, and Imposing Remedial Sanctions and a Cease-and-Desist Order Pursuant to Sections 15(b) and 21C of the Securities Exchange Act of 1934, the Commission found that Mills-Barry willfully aided and abetted and caused various securities law violations arising from the undisclosed ownership and control of Northstar Securities, Inc. (Northstar), a registered broker-dealer, by Douglas W. Powell (Powell) and Charles D. Elliott, III (Elliott) between 1998 and early 2001. Among other things, the Order found that Mills-Barry, who was Northstar's titular president and nominal owner, permitted Powell and Elliott to own and control Northstar in contravention of a Commission Order entered on May 13, 1999 suspending them from association with any broker or dealer for three months, and, thereafter, from associating in a supervisory or proprietary capacity for an additional six months. Further, the Commission found that Mills-Barry caused Northstar to make inaccurate filings that (a) failed to list Powell and Elliott as owners and executive officers of Northstar; and (b) falsely failed to disclose them as persons who controlled Northstar's management or policies, or wholly or partially financed its business. Moreover, the Commission found that Mills-Barry willfully aided and abetted and caused Northstar's failure to register Powell and Elliott as principals with the firm while they were managing Northstar's securities business and effecting securities transactions on the firm's behalf. Finally, the Commission found that Mills-Barry aided and abetted Northstar's failure to maintain adequate books and records regarding Powell and Elliott. Simultaneously with the institution of proceedings, the Commission accepted an offer of settlement from Mills-Barry. Pursuant to her offer of settlement, Mills-Barry is suspended from association with a broker or dealer for a period of twelve months and ordered to cease and desist from committing or causing any violations and any future violations of Sections 15(b)(6)(B)(i) and 15(b)(6)(B)(ii), and from causing any violations and any future violations of Sections 15(b)(1) and 17(a)(1) of the Exchange Act and Rules 15b3-1, 15b7-1 and 17a-3 thereunder. The Commission's Order did not impose civil penalties against Mills- Barry based on sworn representations in her Statement of Financial Condition. (Rel. 34-47665; File No. 3-11085) ORDER INSTITUTING ADMINISTRATIVE AND CEASE-AND-DESIST PROCEEDING AGAINST DOUGLAS POWELL, CHARLES ELLIOTT, III, AND RUSSELL TARBETT On April 11, the Commission instituted administrative and cease-and- desist proceedings against Douglas W. Powell (Powell), Charles D. Elliott, III (Elliott), and Russell S. Tarbett (Tarbett), all of whom are residents of Texas (hereinafter, the Respondents). In its Order Instituting Public Administrative Proceedings Pursuant to Sections 15(b)(6) and 21C of the Securities Exchange Act of 1934, Section 203(f) of the Investment Advisers Act of 1940, and Section 9(b) of the Investment Company Act of 1940 (Order), the Division of Enforcement (Division) alleges that the Respondents willfully aided and abetted and caused various securities law violations arising from Powell and Elliott's undisclosed ownership and control of Northstar Securities, Inc. (Northstar), a registered broker-dealer, between 1998 and early 2001. Among other things, the Division alleges that, without the consent of the Commission, Powell and Elliott willfully associated with Northstar in contravention of a Commission Order entered on May 13, 1999 suspending them from association with any broker or dealer for three months, and, thereafter, from associating in a supervisory or proprietary capacity for an additional six months. The Division further alleges that the Respondents caused Northstar to make inaccurate filings that (a) failed to list Powell and Elliott as owners and executive officers of Northstar; and (b) falsely failed to disclose them as persons who controlled Northstar's management or policies, or wholly or partially financed its business. Moreover, the Division alleges that the Respondents willfully aided and abetted and caused Northstar's failure to register Powell and Elliott as principals with the firm while they were managing Northstar's securities business and effecting securities transactions on the firm's behalf. Finally, the Division alleges that Respondents aided and abetted Northstar's failure to maintain adequate books and records regarding Powell and Elliott, as well as its failure to file a mandatory annual report for the 2000 fiscal year. According to the Division, Tarbett, who became Northstar's nominal owner and titular chief executive officer in 1999, permitted Powell and Elliott to associate with Northstar in contravention of the Commission' Order, and otherwise aided and abetted and caused the above violations. As a result, the Division alleges that Powell and Elliott willfully violated Section 15(b)(6)(B)(i), and willfully aided and abetted and caused Northstar's violations of Sections 15(b)(1), 15(b)(6)(B)(ii), and 17(a)(1) of the Securities Exchange Act of 1934 (Exchange Act) and Rules 15b3-1, 15b7-1, 17a-3 and 17a-5 thereunder, and that Tarbett aided and abetted and caused violations of Sections 15(b)(1), 15(b)(6)(B)(i), 15(b)(6)(B)(ii), and 17(a)(1) of the Exchange Act and Rules 15b3-1, 15b7- 1,17a-3 and 17a-5 thereunder. A hearing will be scheduled before an administrative law judge to determine whether the allegations contained in the Order are true, to provide Powell, Elliott and Tarbett an opportunity to dispute these allegations, and to determine what sanctions, if any, are appropriate and in the public interest. (Rels. 34-47666; IA-2122; IC-26004; File No. 3-11086) COMMISSION FILES CIVIL CONTEMPT CHARGES AGAINST DENNIS HERULA AND MARY LEE CAPALBO IN SECURITIES FRAUD CASE The Commission announced that on April 9 it filed civil contempt charges against Dennis Herula and Mary Lee Capalbo alleging that they violated federal court orders issued in a civil fraud case filed by the Commission. In its complaint, filed April 1, 2002, the Commission alleged that Herula, a former Raymond James broker, his wife Capalbo, a Rhode Island attorney, and others participated in a fraudulent scheme that raised at least $52 million from investors between 1999 and 2001. The Rhode Island federal court issued a written order on May 8, 2002, imposing preliminary injunctions and asset freezes against Herula, Capalbo and others. The court also ordered Herula and Capalbo to submit written financial accountings to the Commission staff. In its contempt application as to Herula, the Commission alleges that Herula has recently spent thousands of dollars in violation of the court- imposed asset freeze against him, including over $10,000 for an apparent car purchase in December 2002, over $7,000 in ATM withdrawals, and over $10,000 in checks and bill payments in January 2003. Further, the Commission's application alleges that Herula has maintained several financial institution accounts with balances of tens of thousands of dollars that he failed to identify to the Commission staff in his court- ordered accounting. In its contempt application as to Capalbo, the Commission alleges that $50,000 was transferred in October 2002 from credit card accounts in Capalbo's name to a law firm representing Herula and Capalbo. The Commission alleges that Capalbo did not follow the specific procedures ordered by the court in the preliminary injunction for use of funds to pay attorneys' fees. Further, the court-ordered accountings submitted by Herula and Capalbo did not identify these transfers or the existence of the accounts from which the transfers were made. For further information, please see Litigation Release Numbers 17957 (Jan. 29, 2003) [final judgment against Capalbo]; 17800 (Oct. 23, 2002) [final judgment against Herula]; and 17514 (May 13, 2002) [preliminary injunction and asset freeze]. [SEC v. Dennis Herula, et al., USDC, District of Rhode Island, C.A. No. 02 154 ML] (LR-18082) FEDERAL COURT ORDERS $2.1 MILLION DISGORGEMENT AND $120,000 PENALTIES IN SECURITIES OFFERING FRAUD On March 25, 2003, the Honorable John F. Walters, U.S. District Judge for the Central District of California, entered a final judgment of disgorgement and penalties in a securities offering fraud case brought by the Securities and Exchange Commission against Alexander Naujoks, aka Alexander P. Thorn, of Huntington Beach, California, and his companies, Exectrek, Inc., ACSports.com, and World Markets Group (collectively, the companies). The Court ordered Thorn, Exectrek and ACSports to pay disgorgement of $2.1 million plus prejudgment interest, and ordered Thorn to pay a civil penalty of $120,000. In issuing its judgment, the Court found that defendants engaged in an unregistered securities offering to which no exemption from registration applied. The Court also found that the defendants solicited investors through fraudulent misrepresentations, including that: (1) the companies would be going public via an initial public offering in 30 to 90 days; (2) the investment would triple in value immediately once the companies went public; and (3) Compaq and Oracle had made investments in Exectrek. Through such conduct, defendants raised at least $2.1 million from investors nationwide. The Court's March 25, 2003, judgment concludes the Commission's action against the defendants. In September 2002, defendants consented to, and the Court entered, a judgment of permanent injunction from violating the securities registration and antifraud provisions of the federal securities laws (See Lit. Rel. Nos. 17357 and 18083). [SEC v. Alexander Naujoks aka Alexander P. Thorn; Exectrek, Inc., a California corporation; ACSports.com, a Delaware corporation; and World Markets Group, Inc., a Delaware corporation, Civil Action No. 02-01073-JFW, VBKx, CD Cal.] (LR-18083) RECIDIVIST SECURITIES VIOLATOR AND FORMER COMPANY PRESIDENT INDICTED IN OIL AND GAS FRAUD On March 19, 2003, a federal grand jury in Orange County, California retuned an indictment against a recidivist securities violator and the former president of a company who were previously charged with securities fraud by the Securities and Exchange Commission. James E. Hammonds, 62, of Inglewood, California, and Barry V. Reed, 58, of Las Vegas, Nevada, were charged by the U.S. Attorney for the Central District of California in Santa Ana with using the United States mails to perpetrate an oil and gas investment scheme to defraud investors. In November 2001, Hammonds and Reed, along with two Nevada corporations, Texon Energy Corp. and Lonestar Petroleum Corp., were charged by the Commission with violating the securities registration provisions of the federal securities laws, Sections 5(a) and 5(c) of the Securities Act of 1933, and the antifraud provisions, Section 17(a) of the Securities Act and Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5 thereunder. Reed was Texon's president and Hammonds was Texon's vice- president. The defendants raised $1.25 million from the sale of Texon stock to about 65 investors nationwide. Investors were promised a dividend of 12% per year on their investment. The Commission's complaint charged that Hammonds and Reed, through Texon and Lonestar, operated a Ponzi-like investment scheme in which they paid dividends to existing investors with money raised from new investors. The Commission's case against Texon and Lonestar was previously settled. Through a court-appointed receiver, Texon and Lonestar, without admitting or denying the Commission's allegations, consented to the entry of a judgment, entered on July 8, 2002, by the U.S. District Court in Los Angeles, permanently enjoining them from future violations of the antifraud and securities registration provisions of the federal securities laws. On Aug. 7, 2002, the Court entered a final judgment against Hammonds and Reed that enjoins them from future violations of the antifraud and securities registration provisions. The judgment orders Hammonds and Reed to pay civil penalties of $110,000 each and to disgorge $1,254,100, the amount they fraudulently raised from investors, plus prejudgment interest. Hammonds and Reed were also indicted in Missouri on July 26, 2002, on nine felony counts of securities fraud and other charges arising from their involvement in Texon. They were charged by the Prosecuting Attorney of Boone County, Missouri and the Missouri Commissioner of Securities with fraudulently offering and selling unregistered securities in Missouri and employing a sales agent without registration. In 1994, Hammonds was enjoined by the Commission for his part in a similar oil and gas fraud in which investors were also falsely promised a 12% return. In 1996, Hammonds was barred by the Commission from the securities industry. For further information, please see Litigation Release No.17231 (Nov. 14, 2001) announcing the filing of the Commission's civil action against Texon, Lonestar, Hammonds, and Reed. [U.S. v. Barry Reed and James Hammonds, Case No. 03-CR-65-ALL, CD Cal.] (LR-18084) INVESTMENT COMPANY ACT RELEASES PACIFIC LIFE INSURANCE COMPANY, ET AL. A notice has been issued giving interested persons until May 1, 2003, to request a hearing on an application filed by Pacific Life Insurance Company, Pacific Life and Annuity Company (together with Pacific Life Insurance Company, the PL Insurers), Pacific Select Distributors, Inc., and certain separate accounts of the PL Insurers (collectively, Applicants). Applicants seek an order under Section 6(c) of the Investment Company Act granting exemptions from the provisions of Sections 2(a)(32), 22(c), and 27(i)(2)(A) of the Act and Rule 22c-1 thereunder to permit, when contracts are returned during the free look period: (1) the recapture of certain credit enhancements applied to the contract value of certain contractholders and (2) the recapture of any amounts credited by a PL Insurer and applied to the contract value of certain contractholders in situations where selling and/or maintenance costs are reduced or to the contract value of certain contractholders who meet certain criteria established by a PL Insurer. (Rel. IC-25998 - April 9) PRUCO LIFE INSURANCE COMPANY, ET AL. A notice has been issued giving interested persons until May 5, 2003, to request a hearing on an application filed by Pruco Life Insurance Company, Pruco Life Insurance Company of New Jersey, Pruco Life Flexible Premium Variable Annuity Account, Pruco Life of New Jersey Flexible Premium Variable Annuity Account and Prudential Investment Management Services LLC (collectively, Applicants). Applicants seek an order under Section 6(c) of the Investment Company Act amending an existing order (Existing Order) granting exemptions from the provisions of Sections 2(a)(32), 22(c), and 27(i)(2)(A) of the Act and Rule 22c-l thereunder, to the extent necessary to permit the recapture, under specified circumstances, of credit amounts applied to the contract value under certain deferred variable annuity contracts that differ from the credit amounts contemplated in the Existing Order. (Rel. IC-25999 - April 9) THE TIMOTHY PLAN, ET AL. An order has been issued on an application filed by The Timothy Plan (Trust) and Timothy Partners, Ltd. (TPL) under Section 6(c) of the Investment Company Act permitting shares of the Trust's series that are designed to fund insurance products (Variable Series) and the series of any other investment company that is designed to fund insurance products and for which TPL or its affiliates may serve as investment adviser, investment sub-adviser, administrator, principal underwriter or sponsor (Future Variable Series) to be sold to and held by variable annuity and variable life insurance separate accounts when the following other types of investors also hold shares of the Variable Series or a Future Variable Series: (1) a variable life insurance account (VLI Account) of a life insurance company that is not an affiliated person of the insurance company depositor of any VLI Account, (2) TPL (representing seed money investments in the Variable Series or Future Variable Series), (3) a life insurance company separate account (VA Account) supporting variable annuity contracts, whether or not the insurance company depositor of any such VA Account is an affiliated person of the insurance company depositor of any VLI Account, and/or (4) a qualified pension or retirement plan. (Rel. IC-26000 - April 9) LINCOLN BENEFIT LIFE COMPANY, ET AL. An order has been issued pursuant to Section 26(c) of the Investment Company Act to Lincoln Benefit Life Company, Lincoln Benefit Life Variable Annuity Account, and Lincoln Benefit Life Variable Life Account. The order amends a prior order granted April 30, 2002, (Release No. IC-25562) (the April 30 Order) and modifies a term of the April 30 Order pertaining to limits on the receipt of direct or indirect future benefits from the T. Rowe Price MidCap Growth Fund, its adviser, or their affiliates. (Rel. IC-26002 - April 9) JOHN HANCOCK LIFE INSURANCE COMPANY, ET AL. A notice has been issued giving interested persons until April 30 to request a hearing on an application filed by John Hancock Life Insurance Company, John Hancock Variable Life Insurance Company, John Hancock Variable Life Account S, John Hancock Variable Life Account UV, John Hancock Variable Life Account U, John Hancock Variable Annuity Account JF, John Hancock Variable Annuity Account I, and John Hancock Variable Annuity Account H (collectively, Applicants). Applicants request an order under Section 26(b) of the Investment Company Act to permit the substitutions by John Hancock Life Insurance Company and John Hancock Variable Life Insurance Company of shares of securities of various portfolios held by one or more of John Hancock Variable Life Account S, John Hancock Variable Life Account UV, John Hancock Variable Life Account U, John Hancock Variable Annuity Account JF, John Hancock Variable Annuity Account I, and John Hancock Variable Annuity Account H. (Rel. IC-26003 - April 10) SELF-REGULATORY ORGANIZATIONS APPROVAL OF PROPOSED RULE CHANGE The Commission approved a proposed rule change submitted (SR-CBOE-2003- 03) by the Chicago Board Options Exchange relating to the withdrawal of approval for securities underlying options traded on the exchange. Publication of the proposal is expected in the Federal Register during the week of April 14. (Rel. 34-47651) PROPOSED RULE CHANGE The Philadelphia Stock Exchange filed a proposed rule change (SR-PHLX- 2002-86) relating to Automatic Execution of Booked Customer Limit Orders. Publication of the proposal is expected in the Federal Register during the week of April 14. (Rel. 34-47657) DELISTINGS GRANTED An order has been issued granting the application of the Pacific Exchange to strike from listing and registration certain call and put options contracts issued by The Options Clearing Corporation, respecting certain underlying securities of the following companies, effective at the opening of business on April 11. Carreker Corporation Curagen Corporation DRS Technologies, Inc. Encana Corporation Maxwell Technologies, Inc. Neoforma, Inc. Outback Steakhouse Pericom Semiconductor Corporation Reteck Inc. Sirius Satellite Radio Tollgrade Communication Utilities HOLDRs Vulcan Materials Company (Rel. 34-47660) 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-8 AMERICA ONLINE LATIN AMERICA INC, 6600 N ANDREWS AVE, STE 500, FORT LAUDERDALE, FL, 10013, 9547720002 - 0 ($13,675,418.65) Equity, (File 333-104417 - Apr. 10) (BR. 03) SB-2 ISECURETRAC CORP, 4024982734 - 11,438,733 ($8,121,500.00) Equity, (File 333-104418 - Apr. 10) (BR. 04) S-1 NETGEAR INC, 4401 GREAT AMERICAN PARKWAY, SANTA CLARA, CA, 95052, 4084955316 - 0 ($115,000,000.00) Equity, (File 333-104419 - Apr. 10) (BR. 37) S-8 BAXTER INTERNATIONAL INC, ONE BAXTER PKWY, DF2-2W, DEERFIELD, IL, 60015, 8479482000 - 0 ($20,000,000.00) Other, (File 333-104420 - Apr. 10) (BR. 36) S-8 BAXTER INTERNATIONAL INC, ONE BAXTER PKWY, DF2-2W, DEERFIELD, IL, 60015, 8479482000 - 0 ($65,975,000.00) Equity, (File 333-104421 - Apr. 10) (BR. 36) S-8 MONROE JAMES BANCORP INC, 3033 WILSON BLVD, ARLINGTON, VA, 22201, 7035248100 - 100,000 ($2,187,000.00) Equity, (File 333-104422 - Apr. 10) (BR. 07) S-3 STAKE TECHNOLOGY LTD, 2838 HWY 7, NORVAL ONTARIO, L0P 1K0 CANADA, A6, L0P 1K0, 9054551990 - 1,863,744 ($7,799,769.00) Equity, (File 333-104423 - Apr. 10) (BR. 04) S-8 REALITY WIRELESS NETWORKS INC, 4106 FACTORIA BLVD. SE,, SUITE 214, BELLEVUE, WA, 98006, 4083791716 - 3,362,000 ($1,613,760.00) Equity, (File 333-104425 - Apr. 10) (BR. 03) S-8 GLOBAL SOURCES LTD /BERMUDA, CEDAR HOUSE 41 CEDAR AVE, 441-295-2244, HAMILTON BERMUDA, D0, HM 12, 2,177,577 ($2,177,577.00) Equity, (File 333-104426 - Apr. 10) (BR. 02) S-8 CARACO PHARMACEUTICAL LABORATORIES LTD, 1150 ELIJAH MCCOY DR, DETROIT, MI, 48202, 3138718400 - 0 ($7,684,455.00) Equity, (File 333-104429 - Apr. 10) (BR. 01) S-4 AMERICAN TOWERS INC, AMERICAN TOWER CORP, 116 HUNTINGTON AVE, BOSTON, MA, 02116, 6173757500 - 808,000,000 ($441,410,400.00) Other, (File 333-104432 - Apr. 10) (BR. ) S-8 AMERICA FIRST APARTMENT INVESTORS INC, SUITE 400, 1004 FARNAM STREET, OMAHA, NE, 68102, 4024441630 - 750,000 ($6,526,200.00) Equity, (File 333-104433 - Apr. 10) (BR. 08) S-8 ISTA PHARMACEUTICALS INC, 15279 ALTON PARKWAY 100, IRVINE, CA, 92618, 9497886000 - 0 ($1,052,414.80) Equity, (File 333-104434 - Apr. 10) (BR. 01) S-8 ALTAIR NANOTECHNOLOGIES INC, 1725 SHERIDAN AVE, SUITE 140, CODY, WY, 82414, 3075878245 - 500,000 ($200,000.00) Equity, (File 333-104435 - Apr. 10) (BR. 04) S-3 HARLEYSVILLE GROUP INC, 355 MAPLE AVE, HARLEYSVILLE, PA, 19438-2297, 2152565000 - 0 ($200,000,000.00) Unallocated (Universal) Shelf, (File 333-104437 - Apr. 10) (BR. 01) S-8 AXA, 25 AVE MATIGNON, PARIS FRANCE, I0, 2125544489 - 3,000,000 ($38,970,000.00) Equity, (File 333-104438 - Apr. 10) (BR. 01) S-3 WILLIS GROUP HOLDINGS LTD, TEN TRINITY SQUARE, LONDON ENGLAND, X0, 00000, 0114402074 - 0 ($1,070,200,000.00) Unallocated (Universal) Shelf, (File 333-104439 - Apr. 10) (BR. 01) S-8 RRUN VENTURES NETWORK INC, 4TH FLOOR 62 W 8TH AVENU, VANCOUVER, BRITISH COLUMBIA CN, A1, 6046826541 - 18,348,287 ($110,090.00) Equity, (File 333-104440 - Apr. 10) (BR. 09) S-8 BHA GROUP INC, 8800 E 63RD ST, KANSAS CITY, MO, 64133, 8163568400 - 500,000 ($10,690,000.00) Equity, (File 333-104441 - Apr. 10) (BR. 06) S-3 SIGMA DESIGNS INC, 1221 CALIFORNIA CIRCLE, MILPITAS, CA, 95035, 4082629003 - 0 ($9,109,671.48) Equity, (File 333-104442 - Apr. 10) (BR. 03) S-3 VISTA GOLD CORP, 7961 SHAFFER PKWY, SUITE 5, LITTLETOWN, CO, 80127, 3036292450 - 2,807,352 ($8,899,306.00) Equity, (File 333-104443 - Apr. 10) (BR. 04) S-3 PRUDENTIAL FINANCIAL INC, 751 BROAD ST, NEWARK, NJ, 07102, 9738026000 - 0 ($5,000,000,000.00) Unallocated (Universal) Shelf, (File 333-104444 - Apr. 10) (BR. 01) S-8 PEOPLES HOLDING CO, 209 TROY ST, P O BOX 709, TUPELO, MS, 38802, 6016801001 - 100,000 ($4,385,000.00) Equity, (File 333-104445 - Apr. 10) (BR. 07) S-8 SWS GROUP INC, SUITE 3500, 1201 ELM STREET, DALLAS, TX, 75270, 2146511800 - 2,064,950 ($31,242,694.00) Equity, (File 333-104446 - Apr. 10) (BR. 07) S-8 GLADSTONE CAPITAL CORP, 1750 TYSONS BLVD 4TH FLOOR, MCLEAN, VA, 22102, 7037441165 - 0 ($123,456.00) Equity, (File 333-104447 - Apr. 10) (BR. 17) 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 --------------------------------------------------------------------------------- ABERDEEN AUSTRALIA EQUITY FUND INC MD X 04/10/03 ABINGTON BANCORP INC MA X X 04/10/03 ABN AMRO MORT CORP MULTI CLASS MORT P DE X X 04/01/03 ACCLAIM ENTERTAINMENT INC DE X 03/31/03 AEROPOSTALE INC X X 04/09/03 AES CORPORATION DE X 04/10/03 AGILE SOFTWARE CORP DE X X 03/27/03 AIRGATE PCS INC /DE/ DE X 04/07/03 ALLIED WASTE INDUSTRIES INC DE X X 04/09/03 AMERI DREAM ENTERTAINMENT INC CA X X X 04/09/03 AMERICAN EXPRESS CO NY X 04/09/03 AMERIQUEST MORTGAGE SECURITIES INC DE X X 04/10/03 AMERIQUEST MORTGAGE SECURITIES INC DE X X 04/10/03 AMERIQUEST MORTGAGE SECURITIES INC DE X 04/10/03 AMSURG CORP TN X X 04/09/03 ATX COMMUNICATIONS INC DE X 04/09/03 AUGUST TECHNOLOGY CORP MN X X 04/09/03 BENIHANA INC DE X 04/09/03 BERKSHIRE HILLS BANCORP INC X X 04/09/03 BMW VEHICLE OWNER TRUST 2001-A DE X 06/25/01 BOEING CO DE X 04/10/03 BORLAND SOFTWARE CORP DE X X 04/09/03 BRIDGE BANCORP INC NY X 04/10/03 BROOKFIELD HOMES CORP DE X X 04/03/03 BUCKEYE TECHNOLOGIES INC DE X 03/31/03 CAPITAL ONE MASTER TRUST NY X X 04/09/03 CAPITAL ONE MULTI ASSET EXECUTION TRU DE X X 04/09/03 CARE CONCEPTS INC DE X X 04/10/03 CASCADE BANCORP OR X X 04/10/03 CASINO JOURNAL PUBLISHING GROUP INC NV X X 04/01/03 CHASE MORTGAGE FINANCE CORP DE X X 03/26/03 CHASE MORTGAGE FINANCE CORP DE X X 04/08/03 CHEMUNG FINANCIAL CORP NY X 04/09/03 CHESAPEAKE ENERGY CORP OK X 04/09/03 CHICOS FAS INC FL X X 04/10/03 CIENA CORP DE X 04/09/03 CITIZENS & NORTHERN CORP PA X X 03/31/03 CLEVELAND CLIFFS INC OH X 04/08/03 CONNECTIV CORP DE X X 04/10/03 CONSOLIDATED EDISON CO OF NEW YORK IN NY X X 04/07/03 COOPERATIVE BANKSHARES INC NC X X 03/31/03 AMEND CPAC INC NY X 04/08/03 CSB BANCORP INC /OH OH X X 04/10/03 CSFB MORTGAGE BACKED PASS THROUGH CER DE X 04/10/03 CWABS INC DE X X 04/10/03 CWMBS INC DE X X 04/10/03 CWMBS INC DE X X 01/30/03 CYBERSOURCE CORP DE X X 04/07/03 DAVE & BUSTERS INC MO X X 04/08/03 DIAMOND TRIUMPH AUTO GLASS INC DE X 04/10/03 DIGITAL LIGHTWAVE INC DE X 04/09/03 DOLLAR GENERAL CORP TN X X 04/10/03 DOW JONES & CO INC DE X X 03/31/03 DTOMI INC NV X X 04/09/03 EDISON CONTROLS CORP NJ X X 04/09/03 EL PASO ENERGY PARTNERS LP DE X X 04/08/03 EMCOR GROUP INC DE X 03/31/03 EMS TECHNOLOGIES INC GA X X 04/10/03 ENDO PHARMACEUTICALS HOLDINGS INC DE X X 04/09/03 EPIC FINANCIAL CORP NV X X 04/10/03 EQUITY ONE ABS INC DE X X 04/08/03 EQUITY ONE ABS INC DE X X 04/08/03 FEDERATED PREMIER INTERMEDIATE MUNICI DE X 03/31/03 FEDERATED PREMIER MUNICIPAL INCOME FU DE X 03/31/03 FIRST CHESAPEAKE FINANCIAL CORP VA X X 04/09/03 FIRST CONSULTING GROUP INC DE X 04/09/03 AMEND FIRST DATA CORP DE X X 04/10/03 FIRST FEDERAL CAPITAL CORP WI X X 04/10/03 FIRST HORIZON ASSET SECURITIES INC DE X X 03/28/03 FIRST NIAGARA FINANCIAL GROUP INC DE X X 04/10/03 FLEET HOME EQUITY LOAN LLC DE X 04/10/03 FOOTSTAR INC DE X X 04/10/03 FOREST CITY ENTERPRISES INC OH X 04/10/03 FOX ENTERTAINMENT GROUP 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