SEC NEWS DIGEST Issue 2002-56 March 22, 2002 ENFORCEMENT PROCEEDINGS COMMISSION ORDERS HERBERT MOSKOWITZ TO CEASE AND DESIST FROM VIOLATING EXCHANGE ACT BENEFICIAL OWNERSHIP REPORTING PROVISIONS The Commission has found that Herbert Moskowitz of Guilderland, New York violated Section 13(d) of the Securities Exchange Act of 1934 and Rules 13d-1 and 13d-2 thereunder by failing to include in Schedule 13D beneficial ownership reports certain shares of Ferrofluidics Corporation. The Commission determined that Moskowitz was the beneficial owner of 40,100 shares of Ferrofluidics stock purchased by Moskowitz's son-in-law. Under Exchange Act Rule 13d-3, a person is deemed a beneficial owner of securities if he has direct or indirect "investment power" over the securities. "Investment power" under the rule includes the power to dispose. The Commission concluded that Moskowitz had the authority -- documented in a signed trading authorization -- to sell the securities. The Commission rejected "self-serving hearing testimony" that Moskowitz and his son-in-law had agreed orally that the trading authorization would not come into effect unless the son-in-law died or became incapacitated. The Commission accordingly concluded that Moskowitz was required to file, but did not file, Schedule 13D reports to disclose the acquisition and disposition of his son-in-law's Ferrofluidics shares. These holdings, when combined with other Ferrofluidics stock held by Moskowitz and his immediate family, amounted to an interest in the company exceeding 5% (the percentage trigger for Schedule 13D disclosure), and their sale caused Moskowitz's beneficial ownership interest to decline materially. On March 21, the Commission ordered Moskowitz to cease and desist from violating, and from committing future violations of, the Exchange Act's beneficial ownership reporting provisions. (Rel. 34- 45609; File No. 3-9435) OLEG FELDMAN BARRED FROM ASSOCIATION WITH ANY BROKER OR DEALER On March 21, the Commission entered an Order Instituting Public Administrative Proceedings Pursuant to Section 15(b) of the Securities Exchange Act of 1934, Making Findings and Imposing Remedial Sanctions (Order) against Oleg Feldman (Feldman). The Order bars Feldman from association with any broker or dealer. Feldman neither admitted nor denied the findings in the Order, except as to his previous association with broker-dealers registered with the Commission, jurisdiction, and the filing of the Commission's complaint and entry of an Order of Permanent Injunction against him, which were admitted. In the Order, the Commission found that during the period February 1997 through October 2000, Feldman was a registered representative associated with various broker-dealers registered with the Commission, including, from April 1997 to November 1997, W.J. Nolan & Company, Inc. (Nolan). On August 2, 1999, the Commission filed a Complaint in the United States District Court for the Northern District of Illinois against Feldman and others captioned SEC v. Kfir Barzilay, et al., No. 99 C 5023. The Commission's complaint alleges that from about April through November of 1997, Feldman was a registered representative associated with the Park Avenue office of Nolan. The complaint alleges that, during this period, among other things, Feldman engaged in fraudulent sales practices in the accounts of at least thirteen customers. On March 13, 2002, in SEC v. Barzilay, the Honorable Ronald Guzman entered an Order of Permanent Injunction and Other Relief enjoining Feldman from violating Sections 17(a) of the Securities Act of 1933 (Securities Act), Section 10(b) of the Securities Exchange Act of 1934 (Exchange Act) and Rule 10b-5 promulgated thereunder, and Section 17(a) of the Exchange Act and Rule 17a-3 promulgated thereunder. Feldman, without admitting or denying the allegations in the complaint, consented to the entry of the Order of Permanent Injunction and Other Relief. (Rel. 34-45610; File No. 3-10730) COMMISSION SANCTIONS STAN D. KIEFER & ASSOCIATES AND STANLEY D. KIEFER On March 22, the Commission instituted a public administrative and cease- and-desist proceeding, making findings and imposing sanctions and a cease-and-desist order (Order) against Stan D. Kiefer & Associates (SKA), an investment adviser located in Manhattan Beach, California, and Stanley D. Kiefer (Kiefer), SKA's president and sole shareholder. The Order finds that from July 1997 to January 2000, Kiefer disseminated, or caused others to disseminate, advertisements that misrepresented SKA's performance figures, overstated SKA's number of clients and assets under management, falsely represented that SKA's performance returns were audited and compliant with the Association for Investment Management & Research's Performance Presentation Standards, and falsely represented that SKA was registered with the Commission. The Commission simultaneously accepted an Offer of Settlement in which SKA and Kiefer, without admitting or denying the Commission's findings, consented to the entry of the Order: censuring them; ordering them to cease and desist from committing or causing any violation and any future violation of the antifraud provisions, Sections 206(1) and 206(2) of the Investment Advisers Act; imposing a $10,000 penalty; and requiring them to comply with certain remedial undertakings. (Rel. IA-2023; File No. 3-10736) FINAL JUDGMENT OF PERMANENT INJUNCTION ENTERED AGAINST INTERNET MONEY.COM, INC. On March 15, the United States District Court for the Eastern District of Michigan entered a permanent injunction against Internet Money.com, Inc. (iMC), permanently enjoining it from future violations of Section 17(a) of the Securities Act of 1933, Section 10(b) of the Securities Exchange Act of 1934, and Rule 10b-5 promulgated thereunder. iMC is an Ann Arbor based start-up company that purportedly is developing a secure Internet payment device. iMC consented to entry of the permanent injunction without admitting or denying the Commission's allegations. The claims against co-defendant Mark Sendo are pending. The Commission's complaint alleges that, from at least December 1999 until March 2001, iMC and Sendo raised at least $440,500 through the sale of common stock to at least 23 investors. The complaint alleges that iMC and Sendo made false and misleading statements in business plans provided to potential investors. First, iMC falsely represented that various high profile figures in the Internet and "payment systems" industries had invested in iMC, served on iMC's Board of Directors or were a part of iMC's management team. Second, iMC's offering materials present a misleading portrayal of Sendo because they do not disclose that Sendo had previously pled guilty to federal criminal wire fraud charges and was enjoined in a related Commission enforcement action for his role in a securities fraud. [SEC v. Mark Sendo and Internet Money.com, Inc., Civ. Action No. 01-73698, USDC, E.D. Mich.] (LR-17427) SEC CHARGES FORMER PORTFOLIO MANAGER WITH FRAUD On March 21, the Commission sued a portfolio manager who was formerly associated with two Oregon investment adviser firms for defrauding his clients out of $500,000. James Oh, age 35, of Springfield, Illinois, was charged with securities fraud and investment adviser fraud for misappropriating client funds while he was a portfolio manager at Cascade Asset Management Co., in Portland, Oregon, and IMS Capital Management Inc., in Clackamas, Oregon, from April 1999 to June 2000. According to the complaint, filed today in United States District Court in Portland, Oregon, Oh falsely told clients about purported investment opportunities and then deposited the client funds into his personal bank accounts and used those funds for personal expenses. Oh used clients' funds to pay personal expenses such as mortgage and bank loan payments, credit card bills, golf club fees and dues, lease payments for three cars, wine, furniture, jewelry, and clothes. Oh has agreed to be barred from any future association with an investment adviser. In addition, Oh, without admitting or denying the allegations of the Complaint, consented to the entry of a Final Judgment permanently enjoining him from violating the antifraud provisions of the federal securities laws, Section 17(a) of the Securities Act of 1933, Section 10(b) of the Exchange Act of 1934 and Rule 10b-5 thereunder, and Sections 206(1) and (2) of the Advisers Act. Oh also consented to an order requiring him to pay disgorgement in the amount of $500,000, plus prejudgment interest, but waiving payment of disgorgement and prejudgment interest and not assessing civil penalties, based upon his sworn representations in his statement of financial condition. The Commission wishes to thank the State of Oregon Department of Consumer and Business Services, Division of Finance and Corporate Securities and the State of Washington Department of Financial Institutions, Securities Division for their assistance in this matter. [SEC v. James Oh, Civil Action No. CV 02361 HU, Oregon] (LR-17428) COURT PERMANENTLY ENJOINS GEORGIA INVESTMENT ADVISER AND ITS CONTROLLING SHAREHOLDER FROM FRAUD The Commission announced today that on March 11 the Honorable Robert L. Vining of the United States District Court for the Northern District of Georgia entered orders of permanent injunction and other relief against John Raymond Linney Clain (Clain) and his investment adviser firm, Saint James Asset Management, Inc. (St. James), both of Alpharetta, Georgia. Clain and St. James were ordered to pay disgorgement, pre-judgment interest and civil penalties in amounts to be resolved upon motion of the Commission at a later date. Relief defendant Clain Family Corporation was ordered to pay disgorgement in an amount to be resolved upon motion of the Commission at a later date. Clain and St. James consented to the entry of the orders without admitting or denying the allegations of the Commission's complaint. The complaint alleged that Clain and Saint James obtained over $960,000 from sixteen clients between January 1998 and October 2000 by misrepresenting that the clients' money would be used to purchase various securities. Without the clients' knowledge or permission, Clain used the money primarily to fund the operations for an Augusta, Georgia company in which Clain had an interest, Alternate Energy Resources, Inc. The complaint also alleged that Clain used misappropriated funds to purchase two cars and a diamond ring, and to pay the mortgage on his house. Clain Family Corporation, which is controlled by Clain, owns one of the cars. The complaint also alleged that the defendants' misconduct included providing clients with materially false and misleading periodic account statements that represented falsely that they had bought specific securities for the clients, when in fact they had not. Judge Vining's orders permanently enjoined Clain and Saint James from further violations of Section 17(a) of the Securities Act of 1933, Section 10(b) of the Securities Exchange Act of 1934, and Rule 10b-5 thereunder and Sections 206(1) and 206(2) of the Investment Advisers Act of 1940. [SEC v. Saint James Asset Management, Inc. and John Raymond Linney Clain, Defendants and Clain Family Corporation, Relief Defendant, Civil Action File No. 1:02-CV-426, N.D. Ga.] (LR-17429) COMMISSION SUES FOUR FLORIDA INDIVIDUALS FOR SELLING OVER $10 MILLION OF BOGUS LIMITED LIABILITY PARTNERSHIP INTERESTS OVER THE INTERNET On March 21, the Commission filed a civil action against four Florida- based individuals for offering and selling over $10 million of allegedly bogus limited liability partnership (LLP) interests over the Internet. The Commission's complaint, which was filed in the United States District Court for the Southern District of Florida, alleges that, from approximately June 1998 to October 1999, defendants Larry Grabarnick and Marc David Shiner promoted investments in unregistered LLP units to the public through bulk e-mails and Internet websites. Interested investors responded over the Internet by providing contact information, which Grabarnick and Shiner then sold as "leads" to defendants Donald LaBarre and Sarah Jane Peck. The complaint alleges that LaBarre and Peck used boiler room sales tactics to offer and sell the LLP units. Investors were told they would benefit from the deregulation of the electric service provider market in California. According to the complaint, Grabarnick, Shiner, LaBarre and Peck made numerous material misrepresentations and omissions to investors regarding, among other things, the profitability of the investment, its likelihood of success, the risk and safety of the investment, and the need to invest quickly. For example, one investor was allegedly told that the only risk was that Los Angeles could fall into the Pacific Ocean; others were led to believe that President and Hillary Clinton had made money in similar investments. According to the complaint, more than 580 people nationwide invested over $10 million by purchasing units, or fractions thereof, in eight LLPs. Each LLP consisted of 80 partnership units, each valued at $19,675, for a total of $1,547,000 per fully funded partnership. Many investors were elderly; many rolled over money from IRA and 401(k) accounts. According to the compliant, after all 80 units were sold, or as many as could be, investors were told that the partnerships would not be viable and they were offered Over-the-Counter penny stock in exchange for their escrowed funds. None of the partnerships ever became operational electric companies. The complaint alleges that investors are stuck with worthless partnership units and delisted penny stock. The Commission charges Grabarnick, Shiner, LaBarre and Peck with violations of 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, and seeks permanent injunctions, disgorgement of ill-gotten gains with prejudgment interest and civil penalties. [SEC v. Larry Grabarnick, Marc David Shiner, Donald LaBarre and Sara Jane Peck, Case No. 02 Civ. 20875 (Leonard, J.) (S.D. Fla.)] (LR-17430) SETH MILLER PERMANENTLY ENJOINED IN WORLD VISION ENTERTAINMENT, INC. PONZI SCHEME On December 5, 2001, Seth Miller was permanently enjoined for his role in the World Vision Entertainment, Inc. (World Vision) Ponzi scheme. On March 6, 2002, the Court entered a Final Judgment of Equitable Relief against defendant Seth Miller, ordering him to pay disgorgement and prejudgment interest of $327,192, but waiving payment of disgorgement and not imposing a civil penalty based on Miller's demonstrated inability to pay. Miller processed the notes and acted as an unregistered broker-dealer in a nationwide Ponzi scheme involving the offer and sale of unregistered nine-month promissory notes issued by World Vision a company located in Altamonte Springs, Florida. The Commission's complaint in the action alleged that from June 1996 to August 1999, Miller, Jamie P. Piromalli, Steven Brewer, A. Michael Jaillett, and Richard Mann (collectively, "the Defendants"), through World Vision, raised at least $64 million from approximately 1,200 investors in 33 states from the sale of promissory notes. The Defendants offered and sold securities in the form of nine-month promissory notes without registering them with the Commission. In furtherance of the scheme, the Defendants, directly and indirectly, through a nationwide sales network, made numerous false and misleading statements to investors about the World Vision notes. Through the offering materials and correspondence, the Defendants misrepresented that the notes were unconditionally guaranteed and insured and that all of the proceeds of the offering would be used to develop World Vision's products. In reality, the Defendants used the proceeds of the note offering to pay for the personal and business expenses of company officers and directors, to cover interest and principal payments to investors and to pay large, undisclosed commissions to the sales network. The Court permanently enjoined Miller from violations of Sections 5(a), 5(c) and 17(a) of the Securities Act of 1933, and Sections 10(b), 15(a) and 15(c) of the Exchange Act of 1934 and Rules 10b-5 and 15c1-2 thereunder. [SEC v. Jamie P. Piromalli, et al., Civil Action No. C2-00 622, (S.D. OH)] (LR-17431) Bottom of Form INVESTMENT COMPANY ACT RELEASES NATIONWIDE LIFE INSURANCE COMPANY, ET AL. A notice has been issued giving interested persons until April 15, 2002, to request a hearing on an application filed by Nationwide Life Insurance Company, et al. for an order exempting applicants from Sections 12(d)(1)(A) and (B) of the Investment Company Act and from Section 17(a) of the Act. The order would permit certain open-end management investment companies to acquire shares of registered open-end management investment companies and registered unit investment trusts both within and outside the same group of investment companies. (Rel. IC-25492 - March 21) FIRST AMERICAN INVESTMENT FUNDS, INC., ET AL. A notice has been issued giving interested persons until April 15, 2002, to request a hearing on an application filed by First American Investment Funds, Inc., et al., for an order under Section 6(c) of the Investment Company Act granting an exemption from Sections 18(f) and 21(b) of the Act; under Section 12(d)(1)(J) of the Act granting an exemption from Section 12(d)(1) of the Act; under Sections 6(c) and 17(b) of the Act granting an exemption from Section 17(a) of the Act; and under Section 17(d) of the Act and Rule 17d-1 under the Act to permit certain joint transactions. The order would permit certain registered open-end management investment companies to participate in a joint lending and borrowing facility. The order also would amend a condition of a prior order. (Rel. IC-25493 - March 21) HOLDING COMPANY ACT RELEASES CINERGY CORP. A supplemental order has been issued authorizing a proposal by Cinergy Corp. (Cinergy), a registered holding company, to (i) engage indirectly through nonutility subsidiaries in energy marketing and brokering activities in Mexico and (ii) to make adjustments to the capital stock, preferred stock, or limited liability company membership interests (Equity Securities) of subsidiaries in which Cinergy holds at least a 50% ownership interest. The Commission has reserved jurisdiction over Cinergy's proposals to: (1) engage indirectly through nonutility subsidiaries in energy marketing and brokering activities outside the United States, Canada, and Mexico; (2) invest up to $1 billion over a ten-year period in nonutility energy-related assets anywhere in the world; and (3) adjust the Equity Securities of subsidiaries in which Cinergy holds less than a 50% ownership interest. (Rel. 35-27506) CONECTIV, INC., ET AL. A supplemental order has been issued releasing jurisdiction over a proposal by Conectiv, Inc. (Conectiv), a registered holding company, and Conectiv's nonutility and utility subsidiaries to use the proceeds of certain financing transactions to replace short-term debt with long-term debt. (Rel. 35-27507) SELF-REGULATORY ORGANIZATIONS APPROVAL OF PROPOSED RULE CHANGE The Commission approved a proposed rule change (SR-CBOE-00-12) and granted accelerated approval to Amendment No. 2 to the proposed rule change submitted by the Chicago Board Options Exchange to eliminate position and exercise limits for certain qualified hedge strategies. (Rel. 34-45603) PROPOSED RULE CHANGE The Government Securities Clearing Corporation filed a proposed rule change (SR-GSCC-2001-10) to establish a loss allocation cap for dealers acting as brokers on their repurchase agreement trades. Publication of the notice and order is expected in the Federal Register during the week of March 25. (Rel. 34-45605) EXTENSION OF TEMPORARY REGISTRATION AS A CLEARING AGENCY The MBS Clearing Corporation filed (File No. 600-22) a request for extension of its registration as a clearing agency under Section 17A of the Act. The Commission has extended MBSCC's temporary registration as a clearing agency through June 30, 2002. Publication of the notice and order is expected in the Federal Register during the week of March 25. (Rel. 34-45607) DELISTINGS GRANTED An order has been issued granting the application of the New York Stock Exchange to strike from listing and registration the Class A Common Stock, $01 par value, of Neff Corp., effective at the opening of business on March 22, 2002. (Rel. 34-45616) An order has been issued granting the application of the Philadelphia Stock Exchange to strike from listing and registration certain call and put options contracts issued by the Options Clearing Corporation respecting certain underlying securities, effective at the opening of business on March 22, 2002. (Rel. 34-45617) An order has been issued granting the application of the New York Stock Exchange to strike from listing and registration the Common Stock, $1.00 par value, of NCH Corporation, effective at the opening of business on March 22, 2002. (Rel. 34-45618) An order has been issued granting the application of the New York Stock Exchange to strike from listing and registration the Common Stock, $.01 par value, of The FINOVA Group, Inc., effective at the opening of business on March 22, 2002. (Rel. 34-45619) An order has been issued granting the application of the New York Stock Exchange to strike from listing and registration the Common Stock, no par value, of Corrpro Companies, Inc., effective at the opening of business on March 22, 2002. (Rel. 34-45620) An order has been issued granting the application of the New York Stock Exchange to strike from listing and registration the Common Stock, $.01 par value, of Exide Technologies, effective at the opening of business on March 22, 2002. (Rel. 34-45621) 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 CMGI INC, 100 BRICKSTONE SQUARE, STE B110, ANDOVER, MA, 01810, 9786843600 - 4,150,000 ($6,515,500.00) Equity, (File 333-84648 - Mar. 21) (BR. 02) S-3 MAGNUM HUNTER RESOURCES INC, 600 E LAS COLINAS BLVD, STE 1200, IVRVING, TX, 75039, 9724010752 - 0 ($125,761,782.00) Equity, (File 333-84650 - Mar. 21) (BR. 04) S-1 MORGAN STANLEY SPECTRUM TECHNICAL LP, 1221 AVE. OF THE AMERICAS, NEW YORK, NY, 10020, 2127626549 - 1,000,000 ($13,340,000.00) Equity, (File 333-84652 - Mar. 21) (BR. 05) S-1 MORGAN STANLEY SPECTRUM CURRENCY LP, HARBORSIDE FINANCIAL CENTER PLAZA TWO, JERSEY CITY, NJ, 07311, 2018764646 - 1,000,000 ($11,350,000.00) Equity, (File 333-84654 - Mar. 21) (BR. 05) S-1 MORGAN STANLEY SPECTRUM SELECT LP, HARBORSIDE FINANCIAL CENTER PLAZA TWO, JERSEY CITY, NJ, 07311, 2018764647 - 1,000,000 ($22,060,000.00) Equity, (File 333-84656 - Mar. 21) (BR. 08) S-2 CALYPTE BIOMEDICAL CORP, 1265 HARBOR BAY PARKWAY, ALAMEDA, CA, 94502, 5107495100 - 0 ($6,510,000.00) Equity, (File 333-84660 - Mar. 21) (BR. 36) S-8 MAJESTIC COMPANIES LTD, 8880 RIO SAN DIEGO 8TH FLOOR, SAN DIEGO, CA, 92108, 0 ($285,000.00) Equity, (File 333-84666 - Mar. 21) (BR. 06) S-8 LCS GOLF INC, 24 E 12TH STREET, NEW YORK, NY, 10003, 975,000 ($975,000.00) Other, (File 333-84668 - Mar. 21) (BR. 08) S-8 MIRANT CORP, 1155 PERIMETER CENTER WEST, SUITE 100, ATLANTA, GA, 30338, 6785795000 - 1,200,000 ($14,856,000.00) Equity, (File 333-84670 - Mar. 21) (BR. 02) S-8 ANDRX CORP /DE/, 4955 ORANGE DRIVE, DAVIE, FL, 33314, 9545840300 - 0 ($16,268,000.00) Equity, (File 333-84672 - Mar. 21) (BR. 01) S-8 LITTLEFIELD CORP, 816 CONGRESS AVE, STE 1250, AUSTIN, TX, 78701, 5124765141 - 1,500,000 ($2,850,000.00) Equity, (File 333-84674 - Mar. 21) (BR. 05) S-8 MYKROLIS CORP, 80 ASHBY ROAD, BEDFORD, MA, 01730, 8006455476 - 9,000,000 ($101,474,559.29) Equity, (File 333-84676 - Mar. 21) (BR. 36) S-8 MYKROLIS CORP, 80 ASHBY ROAD, BEDFORD, MA, 01730, 8006455476 - 1,000,000 ($13,030,000.00) Equity, (File 333-84678 - Mar. 21) (BR. 36) S-8 ATLANTIC SYNDICATION NETWORK INC, P.O. BOX 30010, LAS VEGAS, NV, 89173-0010, 7028719666 - 500,000 ($30,000.00) Equity, (File 333-84682- Mar. 21) (BR. 05) S-8 RAVEN MOON INTERNATIONAL INC, 120 INTERNATIONAL PARKWAY, SUITE 220, HEATHROW, FL, 32746, 8,500,000 ($255,000.00) Other, (File 333-84686 - Mar. 21) (BR. 05) S-8 ANTHEM INC, 120 MONUMENT CIRCLE, INDIANAPOLIS, IN, 46204, 3174886000- 0 ($170,430,000.00) Equity, (File 333-84690 - Mar. 21) (BR. 01) S-3 TOYOTA MOTOR CREDIT CORP, 19300 GRAMERCY PLACE, NORTH BUILDING, TORRANCE, CA, 90509, 3107871310 - 1,000,000,000 ($1,000,000,000.00) Non-Convertible Debt, (File 333-84692 - Mar. 21) (BR. 07) S-3 AGILENT TECHNOLOGIES INC, 395 PAGE MILL ROAD, MS A 3-10, PALO ALTO, CA, 94306, 6507525000 - 0 ($1,150,000,000.00) Debt Convertible into Equity, (File 333-84694 - Mar. 21) (BR. 36) S-3 BROCADE COMMUNICATIONS SYSTEMS INC, 1901 GUADALUPE PARKWAY, SUITE E, SAN JOSE, CA, 95131, 0 ($464,062,500.00) Debt Convertible into Equity, (File 333-84698 - Mar. 21) (BR. 03) S-8 DOW CHEMICAL CO /DE/, 2030 DOW CENTER, MIDLAND, MI, 48674-2030, 5176361000 - 6,000,000 ($161,700,000.00) Equity, (File 333-84700 - Mar. 21) (BR. 02) S-3 PEGASUS SOLUTIONS INC, 3811 TURTLE CREEK BLVD, STE 1100, DALLAS, TX, 75219, 2145285656 - 0 ($200,000,000.00) Other, (File 333-84702 - Mar. 21) (BR. 03) S-8 SANMINA-SCI CORP, 2700 N FIRST ST, SAN JOSE, CA, 95134, 4089643500 - 0 ($188,490,000.00) Equity, (File 333-84704 - Mar. 21) (BR. 36) SB-2 MINDEN BANCORP INC, 415 MAIN STREET, MINDEN, LA, 71055, 3183770523 - 0 ($6,546,380.00) Equity, (File 333-84706 - Mar. 21) (BR. ) S-8 KOALA INTERNATIONAL WIRELESS INC, 141-757 WEST HASTINGS, SUITE 676, VANCOUVER BC CANADA, TX, V6C1A1, 6046817806 - 2,000,000 ($6,550,000.00) Equity, (File 333-84708 - Mar. 21) (BR. 09) S-8 UTSTARCOM INC, 1275 HARBOR BAY PARKWAY, STE 100, ALAMEDA, CA, 94502, 5108648800 - 0 ($134,662,699.99) Equity, (File 333-84710 - Mar. 21) (BR. 37) S-8 BOSTON ACOUSTICS INC, 300 JUBILEE DRIVE, P O BOX 6015, PEABODY, MA, 01961-6015, 5085385000 - 500,000 ($5,055,000.00) Equity, (File 333-84714 - Mar. 21) (BR. 02) S-8 CALLAWAY GOLF CO /CA, 2180 RUTHERFORD RD, CARLSBAD, CA, 92008-8815, 7609311771 - 1,500,000 ($29,625,000.00) Equity, (File 333-84716 - Mar. 21) (BR. 05) S-8 PRI AUTOMATION INC, 805 MIDDLESEX TURNPIKE, BILLERICA, MA, 01821, 9786704270 - 0 ($102,282,613.00) Equity, (File 333-84718 - Mar. 21) (BR. 36) S-8 HARMONIC INC, 549 BALTIC WAY, SUNNYVALE, CA, 94089, 4085422500 - 0 ($15,456,000.00) Equity, (File 333-84720 - Mar. 21) (BR. 37) S-3 EMPIRE DISTRICT ELECTRIC CO, 602 JOPLIN ST, JOPLIN, MO, 64801, 4176255100 - 200,000,000 ($200,000,000.00) Equity, (File 333-84722 - Mar. 21) (BR. 02) S-8 CALLAWAY GOLF CO /CA, 2180 RUTHERFORD RD, CARLSBAD, CA, 92008-8815, 7609311771 - 1,500,000 ($29,625,000.00) Equity, (File 333-84724 - Mar. 21) (BR. 05) S-1 COMPUTER PROGRAMS & SYSTEMS INC, 6600 WALL STREET, MOBILE, AL, 36695, 2516398100 - 3,450,000 ($62,100,000.00) Equity, (File 333-84726 - Mar. 21) (BR. ) S-3 LINCOLN NATIONAL CORP, 1500 MARKET STREET STE 3900, CENTRE SQUARE WEST TOWER, PHILADELPHIA, PA, 19102, 2194552000 - 0 ($797,500,000.00) Other, (File 333-84728 - Mar. 21) (BR. 01) S-1 LEASE EQUITY APPRECIATION FUND I LP, C/O LEAF PARTNERSHIP MANAGEMENT INC, 1845 WALNUT ST 10TH FL, PHILADELPHIA, PA, 19103, 215 546 5005 - 500,000 ($50,000,000.00) Equity, (File 333-84730 - Mar. 21) (BR. ) 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 ------------------------------------------------------------------------------------ 3 D SYSTEMS CORP DE X X 02/20/02 AAMES CAPITAL ACCEPTANCE CORP DE X X 03/13/02 AAMES CAPITAL ACCEPTANCE CORP DE X X 03/15/02 ABBOTT LABORATORIES IL X X 03/15/02 ACACIA RESEARCH CORP DE X X 03/20/02 ACRODYNE COMMUNICATIONS INC DE X 11/16/01 AMEND ALLIANT TECHSYSTEMS INC DE X X 03/21/02 AMERICAN TISSUE INC DE X X 03/08/02 ANACOMP INC IN X 03/18/02 ANCHOR GLASS CONTAINER CORP /NEW DE X X 03/15/02 APHTON CORP DE X X 03/21/02 ASCENTIAL SOFTWARE CORP DE X X 03/12/02 ASPHALT PAVING INTERNATIONAL INC FL X 03/06/02 AVIATION DISTRIBUTORS INC DE X 02/26/02 AMEND BB&T CORP NC X X 03/21/02 BERKSHIRE COLLECTION INC /DE/ DE X X X 02/15/02 BIOMARIN PHARMACEUTICAL INC DE X 03/31/02 BRITTON & KOONTZ CAPITAL CORP MS X X 02/08/02 BUCKEYE TECHNOLOGIES INC DE X 03/19/02 CALL-SOLUTIONS INC CA X 03/19/02 CARNIVAL CORP DE X 02/28/02 CENTER TRUST INC MD X X 03/19/02 CHASE CREDIT CARD MASTER TRUST NY X X 03/13/02 CHASE CREDIT CARD OWNER TRUST 2002-1 DE X X 03/13/02 CHELL GROUP CORP NY X X 03/15/02 AMEND CHIQUITA BRANDS INTERNATIONAL INC NJ X X 03/20/02 CHIRON CORP DE X X 03/05/02 AMEND CLARITI TELECOMMUNICATIONS INTERNATIO DE X 03/21/02 CLEARONE COMMUNICATIONS INC UT X X 03/19/02 CLUBCHARLIE COM INC NV X 01/24/02 COLLATERAL THERAPEUTICS INC DE X X 03/20/02 COMMERCIAL MORTGAGE PASS-THROUGH CERT MO X X 03/12/02 COMPAQ COMPUTER CORP DE X X 03/20/02 CONSECO FINANCE SECURITIZATIONS CORP DE X X 03/15/02 CORAM HEALTHCARE CORP DE X X X 02/13/02 CORIXA CORP DE X X 03/12/02 CORRPRO COMPANIES INC /OH/ OH X X 03/20/02 CPS AUTO RECEIVABLES TRUST 1998-4 CA X 02/28/02 CROSSMANN COMMUNITIES INC IN X X 03/18/02 CWABS INC DE X X 03/04/02 CWABS INC DE X X 03/04/02 CYOKARAS CORP X 03/18/02 DECODE GENETICS INC DE X X 03/18/02 DELHAIZE AMERICA INC NC X X 03/14/02 DEUTSCHE FLOORPLAN RECEIVABLES L P DE X X 02/28/02 DEUTSCHE RECREATIONAL ASSET FUNDING C NV X X 02/28/02 DICUT INC X X X 02/25/02 DISTRIBUTION FINANCIAL SERVICES MARIN NY X X 02/28/02 DISTRIBUTION FINANCIAL SERVICES RV MA NV X X 02/28/02 DISTRIBUTION FINANCIAL SERVICES RV TR NY X X 02/28/02 DISTRIBUTION FINANCIAL SERVICES RV TR NY X X 02/28/02 DOCUCON INCORPORATED DE X X 03/20/02 DTOMI INC NV X X X 03/01/02 AMEND ECHAPMAN INC MD X X 03/20/02 EMPIRE DISTRICT ELECTRIC CO KS X X 03/21/02 EMPIRE FEDERAL BANCORP INC DE X X 03/15/02 ESB FINANCIAL CORP PA X X 03/20/02 ESENJAY EXPLORATION INC OK X 03/21/02 FIREBRAND FINANCIAL GROUP INC DE X 03/12/02 FIRST COMMUNITY BANCORP /CA/ CA X X 03/21/02 FNB BANCORP/CA/ X X 03/20/02 FRANKLIN TELECOMMUNICATIONS CORP CA X X 02/05/02 AMEND GLB BANCORP INC OH X X 03/18/02 GLOBAL INDUSTRIES LTD LA X X 03/14/02 GSV INC DE X 03/18/02 HALLIBURTON CO DE X X 03/19/02 HANOVER COMPRESSOR CO / DE X 03/20/02 HFC REVOLVING CORP DE X X 03/20/02 HOUSEHOLD CONSUMER LOAN TRUST 1996-1 DE X 03/14/02 HOUSEHOLD CONSUMER LOAN TRUST 1996-2 DE X 03/14/02 HOUSEHOLD CONSUMER LOAN TRUST 1997-1 DE X 03/14/02 HOUSEHOLD CONSUMER LOAN TRUST 1997-2 DE X 03/14/02 HOUSEHOLD CREDIT CARD MASTER NOTE TRU DE X 03/15/02 HOUSEHOLD FINANCE CORP HOUSEHOLD AFF DE X 03/15/02 HOUSEHOLD FINANCE CORP HOUSEHOLD CONS DE X 03/14/02 HOUSEHOLD INTERNATIONAL INC DE X X 03/18/02 HOVNANIAN ENTERPRISES INC DE X X 03/19/02 HRSI FUNDING INC II DE X 03/15/02 IEC ELECTRONICS CORP DE X X 03/21/02 INHALE THERAPEUTIC SYSTEMS INC DE X X 03/19/02 INPURPLE INC DE X 03/20/02 IOMEGA CORP DE X 03/21/02 JAMESON INNS INC GA X X 03/21/02 KENNAMETAL INC PA X X 03/21/02 KOGER EQUITY INC FL X X 12/06/01 KSL RECREATION GROUP INC DE X X 12/22/00 AMEND L90 INC DE X 03/21/02 LEATHER FACTORY INC DE X X 03/20/02 MACQUARIE SECURITISATION LTD DE X X 03/20/02 MAGNUM HUNTER RESOURCES INC NV X X 03/21/02 MANAGEMENT NETWORK GROUP INC X X 03/06/02 MELLON RESIDENTIAL FUNDING CORP DE X X 03/19/02 MERCK & CO INC NJ X X 03/21/02 AMEND MINNESOTA CORN PROCESSORS LLC CO X 03/21/02 MMCA AUTO OWNER TRUST 1999-2 DE X X 03/15/02 MMCA AUTO OWNER TRUST 2000-1 DE X X 03/15/02 MMCA AUTO OWNER TRUST 2000-2 DE X X 03/15/02 MMCA AUTO OWNER TRUST 2001 2 DE X X 03/15/02 MMCA AUTO OWNER TRUST 2001-1 DE X X 03/15/02 MMCA AUTO OWNER TRUST 2001-3 DE X X 03/15/02 MMCA AUTO OWNER TRUST 2001-4 DE X X 03/15/02 MORGAN STANLEY DEAN WITTER CAP I INC DE X X 03/21/02 NATIONAL MERCANTILE BANCORP CA X X 03/18/02 NON INVASIVE MONITORING SYSTEMS INC / FL X 03/13/02 NOVASTAR MORTGAGE FUNDING CORP DE X X 03/20/02 ONEOK INC /NEW/ OK X X 03/20/02 OSI SUPPORT SERVICES INC WI X 03/21/02 PETROQUEST ENERGY INC DE X X 03/21/02 PNC MORTGAGE ACCEPTANCE CORP MO X X 03/12/02 PROTEIN DESIGN LABS INC/DE DE X X 03/20/02 QUANTA SERVICES INC DE X X 03/13/02 REMINGTON OIL & GAS CORP DE X X 03/20/02 RESIDENTIAL ASSET MORTGAGE PRODUCTS I DE X X 03/21/02 RESIDENTIAL ASSET MORTGAGE PRODUCTS I DE X X 03/20/02 RESIDENTIAL ASSET MORTGAGE PRODUCTS I DE X X 03/21/02 RESIDENTIAL FUNDING MORTGAGE SECURITI DE X X 03/20/02 RESTORATION HARDWARE INC CA X X 03/21/02 RSA SECURITY INC/DE/ DE X X 11/02/01 SAGEMARK COMPANIES LTD NY X 03/12/02 SCOTIA PACIFIC CO LLC DE X 03/20/02 SEARS CREDIT ACCOUNT MASTER TRUST II IL X X 03/05/02 SOURCE MEDIA INC DE X X 03/16/02 SOUTHWESTERN ENERGY CO AR X X 03/20/02 ST MARY LAND & EXPLORATION CO DE X X 03/20/02 STATEFED FINANCIAL CORP DE X X 03/13/02 SUNNYLAND HOLDINGS CORP DE X 03/07/02 SURGILIGHT INC DE X X X 02/13/02 TELIGENT INC DE X X 03/15/02 TEXAS BIOTECHNOLOGY CORP /DE/ DE X 03/21/02 THINKPATH INC A6 X X 03/14/02 TOKN INC NY X X X 02/25/02 TORCHMARK CORP DE X X 03/19/02 TRAVELERS BANK CREDIT CARD MASTER TRU DE X X 01/10/02 TRAVELERS BANK CREDIT CARD MASTER TRU DE X X 12/10/01 TRAVELERS BANK CREDIT CARD MASTER TRU DE X X 11/09/01 AMEND TRIMBLE NAVIGATION LTD /CA/ CA X 03/21/02 U S AGGREGATES INC DE X 03/11/02 US UNWIRED INC LA X X 03/08/02 USA TECHNOLOGIES INC PA X X 03/15/02 VANDERBILT MORT & FIN INC SENIOR SUB TN X X 03/07/02 VANS INC DE X X 03/20/02 VOLKSWAGEN DEALER FINANCE LLC DE X X 03/20/02 WINSTON HOTELS INC NC X X 03/21/02 WOLVERINE TUBE INC DE X X 03/14/02 ZOMAX INC /MN/ MN X X 03/19/02