SEC NEWS DIGEST Issue 2003-193 October 9, 2003 ENFORCEMENT PROCEEDINGS COMMISSION DENIES MOTION FOR RECONSIDERATION FILED BY MICHAEL FEELEY AND FEELEY & WILLCOX ASSET MANAGEMENT CORP. The Commission has denied the motion filed by Michael J. Feeley and Feeley & Willcox Asset Management Corp. (collectively, Respondents" seeking reconsideration of the Commission's July 10, 2003, decision finding violations by Respondents and imposing sanctions. Respondents' motion sought dismissal of the proceedings, consideration of additional evidence, and the modification of the sanctions imposed. The Commission determined that reconsideration was not appropriate under the circumstances. (Rels. 33-8303; 34-48607; IA-2181; File No. 3-9571) FINAL JUDGMENT ENTERED AGAINST PREMIER MARKETING AND INVESTMENTS, INC. IN PRIME BANK SCHEME The Commission announced today that, on Sept. 24, 2003, the Honorable R. Gary Klausner of the U.S. District Court for the Central District of California granted the Commission's motion for entry of default judgment and entered a Final Judgment Of Permanent Injunction And Other Relief Against Premier Marketing and Investments, Inc. (Final Judgment). Premier is enjoined from violating the registration and antifraud provisions of the federal securities laws, specifically Sections 5(a), 5(c) and 17(a) of the Securities Act of 1933 and Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5 thereunder. Under the terms of the Final Judgment, Premier is also required to pay disgorgement in the amount of $4,497,451, plus prejudgment interest. In January 2003, the Commission charged Los Angeles-based Premier and its president, Nicholas Roblee, a/k/a Nicholas Richmond, 34, of Encino, California, with fraudulently raising at least $4.5 million from dozens of investors nationwide, purportedly for the purpose of investing in a variety of "high-yield" investment programs. The defendants represented that investors could earn returns of up to 200% per month through various programs, including high-yield promissory notes, bridge loans and the purchase and sale of precious metals. In fact, Richmond and Premier operated a "prime-bank" scheme and misappropriated investor funds between November 2000 and January 2003. On Jan.. 15, 2003, the Court granted the Commission's request for a temporary restraining order against Richmond and Premier, which, among other things, imposed a freeze on defendants' assets and halted the ongoing fraud. In April 2003, Richmond was indicted in a criminal proceeding before the U.S. District Court for the Central District of California, arising out of the same facts as the Commission's case. He is currently in custody and awaiting trial, which is currently set for Jan. 13, 2004 (U.S. v. Nicholas Roblee, Case No. 03cr00322, C.D. Cal.). [SEC v. Premier Marketing and Investments and Nicholas Roblee a/k/a Nicholas Richmond, Civil Action No. 03-342 RGK (JTLx) C.D. Cal.] (LR-18399) DISTRICT COURT FINDS DEFENDANT DAVID SIEGEL IN CIVIL CONTEMPT FOR FAILING TO COMPLY WITH ORDER REQUIRING REPATRIATION OF ASSETS The Commission announced that on Sept. 30, 2003, the U.S. District Court for the Southern District of Florida issued an Order finding Defendant David H. Siegel (Siegel) in civil contempt for his failure to comply with the Court's prior repatriation order. The Court conducted an evidentiary hearing over the course of three days after an Order to Show Cause was issued upon the SEC's and Receiver's Joint Motion, filed on Sept. 27, 2002. The Court held that the SEC and Receiver presented clear and convincing evidence that Siegel controls, or at one time controlled assets of investors which were transferred offshore, and that Siegel has failed to repatriate any of those assets and deposit them in the Court's registry as previously ordered by the Court. The Court further held that Siegel, who invoked his Fifth Amendment right against self-incrimination at the hearing, failed to produce any evidence showing he made reasonable efforts in good faith to repatriate those assets. Siegel's invocation of his rights under the Fifth Amendment did not, according to the Court, discharge his burden of producing evidence that he was unable to comply with the Court's repatriation order. The Court has requested the parties to file briefs concerning the appropriate sanctions for Siegel's contempt. The contempt proceeding arises from the SEC's emergency action, filed on July 24, 2002, against American Financial Group of Aventura, Inc., a Florida corporation (AFG), and Siegel, AFG's senior vice president and director of investments, and relief defendant American Wealth Management of Aventura, Inc., a Florida corporation in connection with an alleged fraudulent securities offering. The SEC alleged that Siegel and others had been fraudulently offering and selling investment contracts in the form of fractional participation in a restricted stock loan program, from its Aventura, Florida office. The SEC's complaint alleges that AFG enticed investors with promises of high returns with low risk because investments were purportedly over-collateralized with restricted stock. The SEC's complaint further alleges that Siegel, a recidivist securities laws violator, misappropriated investor monies and issued false statements to investors falsely showing high returns when, in fact, the investments were losing value because Siegel was misappropriating the money raised by AFG. The SEC's complaint also alleges that AFG misled investors by failing to disclose in its offering materials and website that Siegel had a long history of securities laws violations, including an injunction entered against him in 1987 for participating in a stock manipulation scheme. The SEC charged AFG and Siegel with violations of Sections 17(a)(1), 17(a)(2) and 17(a)(3) of the Securities Act of 1933 and Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5 thereunder. On July 25, 2002, the Court granted the SEC's request for a Temporary Asset Freeze Order (TAF), and other emergency relief. The TAF provided, among other things that Siegel repatriate assets. On Aug. 15, 2002, the Court entered an Order of Temporary Asset Freeze (Order), by consent, against Siegel. The Order required Siegel to comply with the repatriation provision contained in the TAF. Because Siegel failed to comply with that Order, on Sept. 27, 2002, the SEC and Receiver jointly moved for an Order to Show Cause why he should not be held in contempt. [SEC v. American Financial Group of Aventura, Inc., et al., Case No. 02- 22198-CIV-MARTINEZ (S.D. Fla.)] (LR-18400) SEC CHARGES HACKER WITH BREAKING INTO INVESTOR'S ONLINE ACCOUNT, PLACING UNAUTHORIZED BUY ORDERS The Commission today filed a complaint in the U.S. District Court for the District of Massachusetts charging Van T. Dinh, a 19-year-old resident of Phoenixville, Pennsylvania, with illicitly accessing through the Internet an investor's online brokerage account and purchasing, without the account holder's knowledge, soon-to-be worthless options held by Dinh. These bogus transactions saved Dinh approximately $37,000 in trading losses. While carrying out his scheme, Dinh took great pains to conceal his identity and evade detection, including assuming various online aliases, using multiple e-mail accounts, and employing foreign Internet service providers and several online anonymizing websites. In particular, the Commission's complaint alleges that: * Between June 18 and 27, 2003, the defendant purchased over 9,100 Cisco Systems, Inc. put option contracts with a July 19, 2003 expiration date for $10 per contract. These options gave Dinh the right to sell Cisco common stock at a price of $15 per share, but would expire worthless if the price of Cisco stock stayed above $15 per share. As July 19 approached, it became increasingly likely that the Cisco options would expire worthless. * On July 7, Dinh contacted several members of www.stockcharts.com, an investment analysis website, in order to obtain their e-mail addresses. Using an alias, Dinh filled out e-mail-based web forms inquiring about the members' personal websites; those who replied revealed their e-mail addresses to Dinh. * The next day, using a second alias, Dinh e-mailed the members who had responded to his earlier inquiry and invited them to test a new stock- charting tool. The e-mail invitation from Dinh directed the recipients to a website featuring a downloadable version of the purported stock-charting tool. In reality, the program was a disguised version of "The Beast," a keystroke-logging program that allowed Dinh to remotely monitor the computer activity of those who downloaded it. * At least one recipient of Dinh's July 8 e-mail, a TD Waterhouse online brokerage customer, unwittingly downloaded and installed The Beast on his home computer, thereby enabling Dinh to monitor his computer activities, identify his online brokerage account, and steal his log-in and password information. * On the morning of July 11, eight days before their expiration, Dinh's Cisco options were more than $3 "out of the money." Nevertheless, Dinh accessed his personal online brokerage account and placed a series of orders to sell his Cisco options at $5 per contract. These sell orders went unfilled until Dinh infiltrated the TD Waterhouse account and placed corresponding orders to buy the Cisco options at the $5 contract price. Each of these buy orders was executed against sell orders from Dinh's own account, until Dinh had sold 7,200 of his Cisco option contracts and depleted virtually all of the available cash in the TD Waterhouse account. * On July 19, the Cisco options expired worthless. In a related action, Dinh was charged by the United States Attorney's Office for the District of Massachusetts with securities fraud, mail and wire fraud, and causing damage in connection with unauthorized access to a protected computer. The Commission's action seeks preliminary and permanent injunctive relief, disgorgement of illegal proceeds with prejudgment interest, and civil monetary penalties based on Dinh's alleged violations of Section 17(a) of the Securities Act of 1933 and Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5 thereunder. [SEC v. Van T. Dinh, Civil Action No. 03-CV-11964RWZ (D. Mass.)] (LR-18401; Press Rel. 2003- 135) FORMER CONTROLLER OF NCI BUILDING SYSTEMS, INC. SETTLES 10(b) CHARGE CONCERNING NCI'S OVERSTATED INVENTORY NCI ALSO SETTLES CEASE-AND-DESIST PROCEEDING The U.S. Securities and Exchange Commission today filed a settled civil enforcement action in U.S. District Court for the District of Columbia against Gregory L. English, former corporate controller of NCI Building Systems, Inc. (NCI), a Houston-based manufacturer of metal products for the non-residential building industry. The complaint alleges: * On June 8, 2001, NCI filed with the Commission a Form 10-K/A, restating its financial statements for fiscal 1999 and 2000 and a Form 10-Q/A, restating its financial statements for the first quarter of fiscal year 2001. According to these filings, NCI overstated net earnings by $1.3 million during the third and fourth quarters of fiscal 1999, $7.5 million for fiscal 2000 and $1.2 million for the first quarter of fiscal 2001. * A number of accounting errors at NCI's Components Division had resulted in material misstatement of NCI's financial statements. The errors resulted primarily from: (1) NCI's failure to update standard costs and scrap metal factors following NCI's migration to a new management information system (the "MIS system") in May 1999, and (2) failed attempts by NCI accounting personnel to manually correct (via unsupported journal entries) for MIS problems in a key inventory liability account. * In July 2000, following an annual physical inventory at the company's components division, an accounting employee informed English that a probable "pick-up" of approximately $2.6 million would be made on the books, resulting in an increase in recorded book inventory. Soon after, the employee retracted this initial conclusion and informed English that book inventory exceeded the physical counts by more than $2 million, requiring that English decrease the book inventory number. Despite this information, in August 2000, English proceeded to authorize the erroneous $2.6 million entry. * As NCI's corporate controller, English knew, or was reckless in not knowing, that the inventory overstatement would have a material effect on NCI's financial statements. In addition, English knew or should have known of errors with NCI's new MIS system and failed to correct them. Without admitting or denying the allegations in the complaint, English consented to the entry of a Final Judgment permanently enjoining him from future violations of (or aiding and abetting violations of) Sections 10(b), 13(a), 13(b)(2)(A), 13(b)(2)(B) and 13(b)(5) of the Securities Exchange Act of 1934 and Exchange Act Rules 10b-5, 12b-20, 13a-1, 13a-13 and 13b2-1. The Final Judgment also imposes a $25,000 civil penalty and prohibits English from serving as an officer or director of a public company for five years. The Commission also issued a settled cease-and-desist order today (Order) against NCI. The findings in the Order involved a number of accounting errors at the company, many of which were caused by the implementation of the MIS system in May 1999. The Order notes that the Commission took into account remedial acts promptly undertaken by the respondent and cooperation afforded the Commission staff. NCI neither admitted nor denied the findings in the Order. In the Order, the Commission Ordered that NCI cease and desist from committing or causing any violations and any future violations of Sections 13(a), 13(b)(2)(A) and 13(b)(2)(B) of the Exchange Act and Rules 12b-20, 13a-1 and 13a-13 thereunder. NCI common stock trades on the New York Stock Exchange under the symbol NCS. [SEC v. Gregory L. English, No. 1:03-CV- 02061, USDC, D.D.C., COLLYER] (LR-18402; AAE Rel. 1893); (Administrative Proceeding In the Matter of NCI Building Systems, Inc. - Rel. 34-48608; AAE Rel. 1892; File No. 3-11296) SEC CHARGES FORMER CHIEF ACCOUNTING OFFICER OF ENRON NORTH AMERICA WITH FRAUD Defendant Barred From Serving As Officer Or Director of Public Company and Ordered to Pay $500,000; Will Cooperate With Government Investigations The Commission today charged Wesley H. Colwell, the former Chief Accounting Officer of Enron North America, with violating the antifraud provisions of the federal securities laws. Without admitting or denying the allegations of the Complaint, Colwell has agreed to be enjoined permanently from violating Sections 10(b) and 13(b)(5) of the Securities Exchange Act of 1934 and Exchange Act Rules 10b-5 and 13b2-1, and aiding and abetting the violation of Sections 13(a), and 13(b)(2)(A) and (B) of the Exchange Act and Exchange Act Rules 12b-20, 13a-1 and 13a-13. In addition, Colwell has agreed to be barred from acting as an officer or director of a public company, and will pay $300,000 in disgorgement and prejudgment interest and a civil penalty of $200,000. As part of this settlement, Colwell will continue to cooperate with on-going investigations into Enron Corp. by the Securities and Exchange Commission and the U.S. Department of Justice Enron Task Force. As alleged in the Complaint, Colwell, along with others at Enron, engaged in a wide ranging scheme to defraud by manipulating Enron's publicly reported earnings through a variety of devices designed to produce materially false and misleading financial results. This scheme included the misuse of reserve accounts, concealment of losses, inflation of asset values, and deliberate use of improper accounting treatment for transactions. For example, for year 2000, Colwell and others are alleged to have deferred over $400 million in earnings into reserve accounts within Enron North America (ENA). Subsequently, during first and second quarter 2001, it is alleged that Colwell and others used reserve accounts within ENA to mask over $1 billion in losses associated with Enron's retail energy business, Enron Energy Services (EES). It is further alleged that when Enron needed earnings in third quarter 2001, Colwell and others released from ENA reserve accounts over $200 million of previously deferred trading profits. The Complaint also alleges that Colwell and others manipulated the value of Enron's largest private merchant asset, Mariner Energy Inc., and improperly avoided a write-down associated with the disposition of its subsidiary, Houston Pipeline Co. Specifically, the Commission's Complaint alleges as follows: * Improper Use of Reserves To Manage Earnings: Colwell and others deliberately manipulated Enron reserve accounts to smooth the volatility of earnings of its wholesale energy trading business; to conceal losses of its retail energy business; and generally to enable Enron to announce that it had met or exceeded performance expectations. For example, when ENA generated trading profits in the third and fourth quarters of 2000 that greatly exceeded Enron's internal targets, Enron placed earnings into a previously established reserve known as "Schedule C." In these quarters and others, Colwell and others improperly used amounts placed into Schedule C as necessary to fulfill internal targets and satisfy external earnings expectations. Earnings improperly reserved and improperly released by Colwell and others significantly affected Enron's financial reporting and related public disclosures. By the end of 2000, over $400 million in earnings were improperly withheld from Enron's reported earnings. When Enron later needed earnings in the third quarter of 2001, it released over $200 million from Schedule C. Colwell and others knew that Enron's use of Schedule C to manipulate reported earnings was improper and did not comply with applicable accounting standards. * Hiding Losses Of Enron's Retail Business: Enron used reserve accounts within ENA to hide hundreds of millions of losses associated with EES, Enron's heavily touted retail energy trading business. By various means, Colwell and others concealed within ENA a significant portion of EES losses, which materially affected the first and second quarter 2001 operating results of EES and of Enron's largest business segment, Enron Wholesale Services (Wholesale). These means included transferring uncollectible EES receivables to ENA, which then would establish the necessary reserves, and by moving EES' "risk management activities" into ENA so that significant EES contract write- downs and other EES related losses would be charged against Enron's Wholesale business segment. In first quarter 2001, EES losses hidden in ENA exceeded $700 million. In second quarter 2001, additional EES losses of over $300 million were hidden in ENA. * Fraudulently Inflating Mariner Energy, Inc.: Enron, through Colwell and others, fraudulently inflated the value of its largest private "merchant" asset, Mariner Energy, Inc., an oil and gas exploration company. In the fourth quarter of 2000, Enron needed an additional $100 million of earnings to achieve budget targets that formed the basis of its earnings-per-share objective for that quarter. To meet this need, Colwell and others fraudulently increased the recorded value of Mariner by approximately $100 million. Colwell and others knew that Mariner's fourth quarter 2000 valuation was an amount arbitrarily selected to generate fictitious mark-to- market earnings sufficient to meet Enron's targets. * Improper Avoidance of Write-Down of Houston Pipeline Asset: In the second quarter of 2001, Enron failed to recognize a material loss relating to the impairment of assets of its subsidiary, Houston Pipeline Company (HPL). As early as the summer of 2000, Enron knew that HPL's assets were significantly impaired, i.e., their market value was significantly below their recorded value in Enron's financial statements. In these circumstances, a conventional sale of HPL by Enron would result in a significant loss. To avoid recognizing such a loss, Enron structured a transaction with a third party buyer such that certain HPL assets would be leased rather than sold. However, before executing the lease, Enron agreed to accept a single up-front prepayment rather than annual payments for the initial lease term. This change lowered the total amount of the cash payments due under the lease, reducing the lease's future cash flows to a level insufficient to allow Enron to recover the recorded value of the HPL assets. Needing to justify not recognizing an impairment loss caused by the change in the lease payments, Colwell and others employed an impairment test using a series of future "deemed" cash flows that were, in fact, never to be received. If the actual cash flows as specified in the lease had been used in the impairment test, Enron would have recorded an impairment loss of approximately $1.4 billion. In agreeing to this settlement, the Commission took into account Colwell's continuing cooperation in the on-going investigations being conducted by the Commission and the U.S. Department of Justice Enron Task Force. [SEC v. Wesley H. Colwell, Civil Action No. H-03-4308 (SDTX)] (LR-18403; AAE Rel. 1894) INVESTMENT COMPANY ACT RELEASES MLIG VARIABLE INSURANCE TRUST AND ROSZEL ADVISORS, LLC A notice has been issued giving interested persons until Nov. 3, 2003, to request a hearing on an Application filed by MLIG Variable Insurance Trust (Trust) and Roszel Advisors. Applicants seek an order under Sections 9(a), 13(a), 15(a) and 15(b) of the Investment Company Act and Rules 6e-2(b)(15) and 6e-3(T)(b)(15) thereunder to permit life insurance company separate accounts supporting variable life insurance contracts (and their insurance company depositors) to invest in shares of the Trust or a future trust when the following other types of investors also hold shares of the Trust or a future trust: (1) a variable life insurance (VLI) account of a life insurance company that is not an affiliated person of the insurance company depositor of any other VLI account, (2) the Trust's or future trust's investment adviser (representing seed money investments in the Trust or future trust), (3) a life insurance company separate account supporting variable annuity contracts, or (4) a qualified pension or retirement plan. (Rel. IC- 26203 - October 8) THE LINCOLN NATIONAL LIFE INSURANCE COMPANY, ET AL. A notice has been issued giving interested persons until Nov. 3, 2003, to request a hearing on an application filed by the Lincoln National Life Insurance Company (Lincoln) and Lincoln National Variable Annuity Account C (collectively, Applicants). The Applicants request an order pursuant to Section 11(a) of the Investment Company Act approving the terms of a proposed offer of exchange of MultiFundr 5, an existing variable annuity contract issued by Lincoln and made available through Variable Annuity Account C, for MultiFundr 2, 3, and 4, outstanding annuity contracts also issued by Lincoln and made available through Variable Annuity Account C. (Rel. IC-26204 - October 8) JF INTERNATIONAL MANAGEMENT INC., ET AL. The Commission has issued a temporary order to JF International Management Inc., et al., under Section 9(c) of the Investment Company Act. The temporary order exempts applicants from Section 9(a) of the Act, with respect to a securities-related injunction entered by the U.S. District Court for the District of Columbia on Oct. 8, 2003, until the Commission takes final action on the application for a permanent order. A notice has been issued giving interested persons until Nov. 3, 2003 to request a hearing on the application filed by applicants for a permanent order under Section 9(c) of the Act. (Rel. IC-26205 - October 8) SELF-REGULATORY ORGANIZATIONS IMMEDIATE EFFECTIVENESS OF PROPOSED RULE CHANGES A proposed rule change filed by the Pacific Exchange (SR-PCX-2003-56) relating to an amendment to the PCX Plus electronic book execution feature and implementation date has become immediately effective under Section 19(b)(3)(A) of the Securities Exchange Act of 1934. Publication of the proposal is expected in the Federal Register during the week of October 13. (Rel. 34-48595) A proposed rule change (SR-PCX-2003-57) filed by the Pacific Exchange relating to the Exchange's Schedule of Fees and charges for Exchange services has become effective under Section 19(b)(3)(A) of the Securities Exchange Act of 1934. Publication of the notice in the Federal Register is expected during the week of October 13. (Rel. 34- 48597) PROPOSED RULE CHANGE A proposed rule change and an amendment thereto have been filed by the Boston Stock Exchange (SR-BSE-2003-08) relating to the Exchange's proposed Instant Liquidity Access service for certain limit orders. Publication of the proposal is expected in the Federal Register during the week of October 13. (Rel. 34-48596) ACCELERATED APPROVAL OF PROPOSED RULE CHANGE The Commission noticed and granted accelerated approval to a proposed rule change (SR-Amex-2003-42) and Amendment Nos. 1, 2 and 3 thereto submitted by the American Stock Exchange relating to shareholder approval of stock option and equity compensation plans. Publication of the proposal is expected in the Federal Register during the week of October 13. (Rel. 34-48610) WITHDRAWAL GRANTED An order has been issued granting the application of ALARIS Medical Systems, Inc. to withdraw its Common Stock, $.01 par value, from listing and registration on the American Stock Exchange, effective at the opening of business on October 9. (Rel. 34-48604) WITHDRAWAL SOUGHT A notice has been issued giving interested persons until October 30 to comment on the application of Able Laboratories, Inc. to withdraw its Common Stock, $.01 par value, from listing and registration on the Boston Stock Exchange. (Rel. 34-48605) 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 AMNIS SYSTEMS INC, 3450 HILLVIEW AVENUE, PALO ALTO, CA, 94304, 6508550200 - 102,539,605 ($6,014,876.28) Equity, (File 333-109549 - Oct. 8) (BR. 37) S-8 MAXIMUM DYNAMICS INC, 2 N CASCADE AVE, STE 1100, COLORADO SPRINGS, CO, 80903, 7193387743 - 3,470,000 ($119,715.00) Equity, (File 333-109551 - Oct. 8) (BR. 03) S-8 COMMONWEALTH ENERGY CORP, 0 ($16,339,572.00) Equity, (File 333-109552 - Oct. 8) (BR. 02) S-3 MAGELLAN PETROLEUM CORP /DE/, 149 DURHAM RD, OAKPARK UNIT 31, MADISON, CT, 06443, 2032457664 - 1,300,000 ($1,664,000.00) Equity, (File 333-109553 - Oct. 8) (BR. 04) S-3 MACROCHEM CORP, 110 HARTWELL AVE, LEXINGTON, MA, 02173, 6178624003 - 5,614,416 ($4,912,614.00) Equity, (File 333-109554 - Oct. 8) (BR. 01) S-3 ALANCO TECHNOLOGIES INC, 15575 N 83RD WAY, SUITE 3, SCOTTSDALE, AZ, 85260, 4806071010 - 10,037,704 ($4,416,589.76) Equity, (File 333-109555 - Oct. 8) (BR. 03) S-3 CIPHERGEN BIOSYSTEMS INC, 5105052100 - 0 ($30,000,000.00) Debt Convertible into Equity, (File 333-109556 - Oct. 8) (BR. 36) S-8 GENESIS BIOVENTURES INC, 1A - 3033 KING GEORGE HIGHWAY, SURREY, BRITISH COLUMBIA CAN, A1, V4P 1B8, 6045420820 - 50,000 ($500.00) Other, (File 333-109557 - Oct. 8) (BR. 01) S-1 JEWETT CAMERON TRADING CO LTD, 32275 NW HILLCREST, NORTH PLAINS, OR, 97133, 5036470110 - 500,000 ($3,500,000.00) Equity, (File 333-109558 - Oct. 8) (BR. 06) S-3 VIISAGE TECHNOLOGY INC, 30 PORTER ROAD, LITTLETON, MA, 01460, 6179522200 - 3,973,510 ($16,052,980.40) Equity, (File 333-109559 - Oct. 8) (BR. 03) S-8 VSE CORP, 2550 HUNTINGTON AVE, ALEXANDRIA, VA, 22303, 7039604600 - 75,500 ($941,862.50) Equity, (File 333-109561 - Oct. 8) (BR. 06) S-8 AMERICAN STANDARD COMPANIES INC, ONE CENTENNIAL AVENUE, P O BOX 6820, PISCATAWAY, NJ, 08855-6820, 7329806000 - 0 ($6,067,600.00) Equity, (File 333-109562 - Oct. 8) (BR. 06) S-3 ARQULE INC, 19 PRESIDENTIAL WAY, WOBURN, MA, 01801, 6173954100 - 0 ($21,279,648.00) Equity, (File 333-109564 - Oct. 8) (BR. 01) S-11 GOVERNMENT PROPERTIES TRUST INC, 0 ($115,000,000.00) Equity, (File 333-109565 - Oct. 8) (BR. ) S-8 BIOMASSE INTERNATIONAL INC, 7545240558 - 2,500,000 ($7,500,000.00) Equity, (File 333-109566 - Oct. 8) (BR. 04) S-8 US TELESIS HOLDINGS INC, P.O. BOX 415, BOSTON, MA, 02117, 1,000,000 ($4,000.00) Equity, (File 333-109567 - Oct. 8) (BR. 09) S-3 RLI CORP, 9025 N LINDBERGH DR, PEORIA, IL, 61615, 3096921000 - 0 ($150,000,000.00) Other, (File 333-109568 - Oct. 8) (BR. 01) S-4 NEWALLIANCE BANCSHARES INC, 0 ($77,369,050.00) Equity, (File 333-109569 - Oct. 8) (BR. 07) S-3 BIG 5 SPORTING GOODS CORP, 2525 EAST EL SEGUNDO BOULEVARD, EL SEGUNDO, CA, 90245-4632, 3102977706 - 6,171,074 ($96,392,175.88) Equity, (File 333-109570 - Oct. 8) (BR. 02) S-3 TRANSWITCH CORP /DE, THREE ENTERPRISE DRIVE, SHELTON, CT, 06484, 2039298810 - 189,482 ($468,020.54) Equity, (File 333-109571 - Oct. 8) (BR. 36) S-8 STMICROELECTRONICS NV, ROUTE DE PRE BOIS 20 CASE POSTALE, 1898 1215 GENEVA, GENEVA, V8, 15, 3350402640 - 30,892,500 ($851,127,000.80) Equity, (File 333-109572 - Oct. 8) (BR. 36) F-3 ACETEX CORP, 750 WORLD TRADE CENTRE, 999 CANADA PLACE, VANCOUVER BC, A1, 6046889600 - 0 ($9,303,575.64) Other, (File 333-109573 - Oct. 8) (BR. 02) 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. Item 10. Amendments to the Registrant's Code of Ethics, or Waiver of a Provision of the Code of Ethics. Item 11. Temporary Suspension of Trading Under Registrant's Employee Benefit Plans. Item 12. Results of Operations and Financial Condition. 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 10 11 12 13 DATE COMMENT ------------------------------------------------------------------------------------------------ 2U ONLINE COM INC DE X 10/08/03 ACTION PRODUCTS INTERNATIONAL INC FL X 10/07/03 ADVANCED LIGHTING TECHNOLOGIES INC OH X X X 10/03/03 AEGIS ASSESSMENTS INC DE X 09/15/03 AGE RESEARCH INC UT X 05/22/03 AMEND ALCOA INC PA X 10/07/03 AMERICAN EXPRESS CO NY X 10/01/03 AMERICAN FINANCIAL REALTY TRUST X X 09/30/03 AMERICAN RETIREMENT CORP TN X 10/08/03 AMERIQUEST MORTGAGE SECURITIES INC DE X X 10/08/03 AMERIQUEST MORTGAGE SECURITIES INC DE X X 10/08/03 AMERISOURCEBERGEN CORP DE X X 10/07/03 ARGENT SECURITIES INC X 10/08/03 ARGENT SECURITIES INC X 10/08/03 ATCHISON CASTING CORP KS X X 09/30/03 BANC OF AMERICA ALTERNATIVE LOAN TRUS DE X X 06/24/03 BANC OF AMERICA FUNDING CORP MORT PAS DE X 04/30/03 BANC OF AMERICA FUNDING CORP MORT PAS DE X X 11/26/02 BARR LABORATORIES INC NY X 10/08/03 BAYVIEW FINANCIAL SECURITIES CO LLC DE X 10/06/03 BERKSHIRE HATHAWAY INC DE X 10/06/03 BIORELIANCE CORP DE X X X 09/23/03 BOISE CASCADE CORP DE X X 10/08/03 BORLAND SOFTWARE CORP DE X 10/08/03 AMEND BOSTONFED BANCORP INC DE X X 10/08/03 BRINKS CO VA X 10/08/03 BROWN & BROWN INC FL X 10/08/03 BSI2000 INC DE X 10/08/03 CALPINE CORP DE X 10/03/03 CALPINE CORP DE X 10/06/03 CAPITAL BANCORP INC TN X X X X 10/08/03 CARAUSTAR INDUSTRIES INC NC X X 10/08/03 CATALINA MARKETING CORP/DE DE X X 10/02/03 CATERPILLAR INC DE X 10/08/03 CENDANT MORTGAGE CAPITAL LLC DE X X 10/08/03 CENTURY REALTY TRUST IN X 09/30/03 CERNER CORP /MO/ DE X X 10/08/03 CHART INDUSTRIES INC DE X 10/07/03 CHASE MORTGAGE FINANCE CORP DE X X 09/25/03 CHIQUITA BRANDS INTERNATIONAL INC NJ X 10/07/03 CIMAREX ENERGY CO DE X X 10/07/03 COLE NATIONAL CORP /DE/ DE X X 10/08/03 COLE NATIONAL GROUP INC DE X X 10/08/03 COLLAGENEX PHARMACEUTICALS INC DE X 10/03/03 COMMERCE GROUP INC /MA MA X 10/07/03 COMPUTERIZED THERMAL IMAGING INC NV X 10/03/03 CONCERTO SOFTWARE INC DE X X X 10/07/03 CORVU CORP MN X 10/08/03 COSTCO WHOLESALE CORP /NEW WA X 10/08/03 CRDENTIA CORP DE X X 10/02/03 CREDIT SUISSE FIRST BOSTON MORTGAGE S DE X 10/08/03 CSFB MORTGAGE-BACKED PASS-THROUGH CER DE X 10/08/03 CSG SYSTEMS INTERNATIONAL INC DE X X 10/08/03 CYOP SYSTEMS INTERNATIONAL INC NV X X 09/24/03 DAVE & BUSTERS INC MO X X 10/08/03 DELCO REMY INTERNATIONAL INC DE X X 10/03/03 DOMINION HOMES INC OH X X X 10/08/03 DOV PHARMACEUTICAL INC DE X X 10/02/03 DREW INDUSTRIES INCORPORATED DE X X 10/07/03 DYNAMICS RESEARCH CORP MA X X 10/08/03 ELECTRIC AQUAGENICS UNLIMITED INC DE X X 10/07/03 EMPIRE RESORTS INC DE X X 10/08/03 EMULEX CORP /DE/ DE X X 10/08/03 ENDOCARDIAL SOLUTIONS INC DE X X 10/07/03 EQUITY ONE ABS INC DE X X 10/06/03 EXCHANGE BANCSHARES INC OH X X 10/08/03 FAIRCHILD CORP DE X X 10/08/03 FAIRPOINT COMMUNICATIONS INC DE X X 10/08/03 FINISAR CORP DE X X 10/07/03 FIRST FEDERAL BANKSHARES INC DE X 10/06/03 AMEND FIRST MIDWEST FINANCIAL INC DE X X 10/06/03 FLEXIINTERNATIONAL SOFTWARE INC/CT DE X X 10/07/03 FNB CORP/FL/ FL X X 10/08/03 FRANKLIN STREET PROPERTIES CORP /MA/ X 10/08/03 FRIEDMAN BILLINGS RAMSEY GROUP INC VA X X 10/02/03 FRONT PORCH DIGITAL INC NV X 07/31/03 AMEND FULLER H B CO MN X X 10/01/03 GALAXY ENERGY CORP CO X X 10/07/03 GAMESTATE ENTERTAINMENT INC NV X X X 04/20/03 GENAERA CORP DE X X 10/07/03 GENAERA CORP DE X 10/08/03 GENENTECH INC DE X X 10/08/03 GENERAL DATACOMM INDUSTRIES INC DE X X 10/01/03 GLACIER WATER SERVICES INC DE X X 10/07/03 GOLF ROUNDS COM INC DE X X 09/19/03 GREENPOINT MORTGAGE SECURITIES INC/ DE X X 09/15/03 GREENPOINT MORTGAGE SECURITIES INC/ DE X X 09/25/03 GREENVILLE FIRST BANCSHARES INC SC X 10/07/03 GROUP 1 AUTOMOTIVE INC DE X 10/07/03 GS MORTGAGE SECURITIES CORP DE X X 10/06/03 GTECH HOLDINGS CORP DE X 10/08/03 HIENERGY TECHNOLOGIES INC DE X 10/07/03 HMG COURTLAND PROPERTIES INC DE X 10/03/03 HOUSEHOLD MORTGAGE FUNDING CORP III DE X X 10/03/03 IMAGE ENTERTAINMENT INC CA X X 09/23/03 AMEND IMAGEMAX INC PA X X 10/08/03 IMPATH INC DE X X 09/30/03 IMPCO TECHNOLOGIES INC DE X X 10/06/03 AMEND INSTAPAY SYSTEMS INC UT X X 10/06/03 INTERNATIONAL SMART SOURCING INC DE X 09/22/03 AMEND INYX INC NV X X 10/08/03 JACOBSON STORES INC MI X X 10/01/03 JCM PARTNERS LLC DE X X 09/24/03 KANSAS CITY SOUTHERN DE X X 10/08/03 KIRSHNER ENTERTAINMENT & TECHNOLOGIES FL X 09/19/03 KOSS CORP DE X X X 10/06/03 L & L FINANCIAL HOLDINGS INC NV X 10/07/03 LA-Z-BOY INC MI X 10/08/03 LABONE INC/ MO X 10/08/03 LAKES ENTERTAINMENT INC MN X X 10/08/03 LAND O LAKES INC X 10/08/03 LEFT RIGHT MARKETING TECHNOLOGY INC DE X X 10/01/03 AMEND LEHMAN ABS DAIMLERCHRYSLER DEB-BKD SE DE X X 09/24/03 LEHMAN BROTHERS HOLDINGS INC DE X 10/08/03 LONE STAR STEAKHOUSE & SALOON INC DE X X 10/06/03 LORAL SPACE & COMMUNICATIONS LTD D0 X X 10/06/03 LOTUS PACIFIC INC DE X 09/30/03 MAIR HOLDINGS INC MN X X 10/07/03 MARINE JET TECHNOLOGY CORP NV X X 10/08/03 MATERIAL TECHNOLOGIES INC /CA/ DE X 09/24/03 MCDONALDS CORP DE X 10/07/03 MCDONALDS CORP DE X 10/07/03 AMEND MERCURY AIR GROUP INC NY X X 09/30/03 MICROHELIX INC OR X X 10/06/03 MICRON ENVIRO SYSTEMS INC NV X 10/08/03 MONARCH CASINO & RESORT INC NV X 10/01/03 MOORE HANDLEY INC /DE/ DE X 10/07/03 MORTGAGE ASSET SECURITIZATION TRANSAC DE X X 10/07/03 MORTGAGE PASS THROUGH CERTIFICATES SE DE X X 05/23/02 MOTOROLA INC DE X 10/06/03 MUTUALFIRST FINANCIAL INC MD X X 10/08/03 NATIONAL HEALTHCARE CORP DE X 10/08/03 NAVISTAR FINANCIAL CORP DE X 08/31/03 NAVISTAR FINANCIAL RETAIL RECEIVABLES DE X 08/31/03 NETPLEX GROUP INC NY X 10/08/03 NEUROGENESIS INC DE X 09/17/03 NEW CENTURY MORTGAGE SEC HOME EQUITY DE X X 10/08/03 NOBLE CORP X X 10/08/03 NS GROUP INC KY X X 10/07/03 NTL EUROPE INC DE X X 10/07/03 O CHARLEYS INC TN X X 10/07/03 PANAVISION INC DE X X 10/08/03 PEOPLES FINANCIAL SERVICES CORP/ PA X 10/08/03 PEOPLESOFT INC DE X X 10/06/03 PERFECTDATA CORP CA X 10/03/03 POLAR MOLECULAR HOLDING CORP DE X X 10/08/03 PRACTICEWORKS INC DE X X 10/07/03 PRETORY USA INC NV X X 09/19/03 AMEND PROTALEX INC NM X 10/01/03 REGENERON PHARMACEUTICALS INC NY X X 10/08/03 REGENT TECHNOLOGIES INC CO X X 10/08/03 REPUBLIC ENGINEERED PRODUCTS HOLDINGS X X 10/06/03 RESIDENTIAL ASSET MOR PRO INC GMACM M DE X X 10/08/03 ROBBINS & MYERS INC OH X X 10/08/03 RONSON CORP NJ X X 09/24/03 RPM INTERNATIONAL INC/DE/ DE X 10/08/03 SAFETY COMPONENTS INTERNATIONAL INC DE X 10/08/03 SELECTIVE INSURANCE GROUP INC NJ X 10/08/03 SEQUOIA MORTGAGE FUNDING CORP MD X X 09/19/03 SEQUOIA MORTGAGE FUNDING CORP MD X X 09/22/03 SEQUOIA MORTGAGE FUNDING CORP MD X X 09/30/03 SEQUOIA RESIDENTIAL FUNDING INC X X 09/22/03 SEQUOIA RESIDENTIAL FUNDING INC X X 09/22/03 SEQUOIA RESIDENTIAL FUNDING INC X X 09/22/03 SEQUOIA RESIDENTIAL FUNDING INC X X 09/22/03 SEQUOIA RESIDENTIAL FUNDING INC X X 09/22/03 SEQUOIA RESIDENTIAL FUNDING INC X X 09/22/03 SEQUOIA RESIDENTIAL FUNDING INC X X 09/22/03 SEQUOIA RESIDENTIAL FUNDING INC X X 09/22/03 SEQUOIA RESIDENTIAL FUNDING INC X X 09/22/03 SEQUOIA RESIDENTIAL FUNDING INC X X 09/22/03 SERIES 2003-PWR2 COMMERCIAL MORTGAGE DE X X 09/23/03 SEVEN SEAS PETROLEUM INC B0 X X X 06/25/03 SIMON PROPERTY GROUP INC /DE/ DE X X 10/08/03 SKYWAY COMMUNICATIONS HOLDING CORP FL X X 10/08/03 SONUS NETWORKS INC DE X 10/08/03 SOUTHERN UNION CO DE X X 10/01/03 SOUTHERN UNION CO DE X X 10/08/03 SOUTHWESTERN ENERGY CO AR X X 10/07/03 SOUTHWESTERN ENERGY CO AR X X 10/07/03 SPECIALIZED LEASING INC NV X 10/08/03 SPEEDEMISSIONS INC FL X 08/25/03 AMEND ST MARY LAND & EXPLORATION CO DE X X 10/06/03 SUMMA INDUSTRIES/ DE X X 10/08/03 SUPERVALU INC DE X X 10/08/03 TALK AMERICA HOLDINGS INC DE X X 10/06/03 TECHTEAM GLOBAL INC DE X X 10/06/03 TERENCENET INC NV X 10/01/03 TEREX CORP DE X X 10/08/03 TOPPS CO INC DE X 10/08/03 TOREADOR RESOURCES CORP DE X 09/23/03 AMEND TROPICAL SPORTSWEAR INTERNATIONAL COR FL X 10/08/03 ULTRALIFE BATTERIES INC DE X X 10/07/03 UNION ELECTRIC CO MO X X 10/07/03 US HOME SYSTEMS INC DE X X 10/07/03 V ONE CORP/ DE DE X X 10/02/03 VALUE CITY DEPARTMENT STORES INC /OH OH X X 10/08/03 VARIFLEX INC DE X 10/08/03 VECTOR GROUP LTD DE X X 10/08/03 VINEYARD NATIONAL BANCORP CA X X 10/08/03 VIRGINIA COMMERCE BANCORP INC X X X X 10/08/03 VIXEL CORP DE X X X 10/08/03 WAMU MORTGAGE PASS THROUGH CERTS SER DE X 10/08/03 WAMU MORTGAGE PASS THROUGH CERTS SER DE X 10/07/03 WESTERN MASSACHUSETTS ELECTRIC CO MA X X 09/30/03 WILLIAM LYON HOMES DE X 10/07/03 WILLIAMS COMPANIES INC DE X X X 10/08/03 WINN DIXIE STORES INC FL X 10/08/03 YAHOO INC DE X X 10/08/03