SEC NEWS DIGEST Issue 2005-66 April 7, 2005 COMMISSION ANNOUNCEMENTS COMMISSION MEETINGS CLOSED MEETING - THURSDAY, APRIL 14, 2005 – 10:00 A.M. The subject matter of the closed meeting scheduled for Thursday, April 14, 2005, will be: Formal orders of investigations; Institution and settlement of injunctive actions; Institution and settlement of administrative proceedings of an enforcement nature; and an Adjudicatory matter. At times, changes in Commission priorities require alterations in the scheduling of meeting items. For further information and to ascertain what, if any, matters have been added, deleted or postponed, please contact: The Office of the Secretary at (202) 942-7070. SEC ADOPTS REGULATION NMS AND PROVISIONS REGARDING INVESTMENT ADVISERS ACT OF 1940 On April 6, the Commission voted to adopt provisions regarding the application of the Investment Advisers Act of 1940 to certain broker- dealers. (See Advisers Act Release No. 1845, Advisers Act Release No. 2278, Advisers Act Release No. 2339, and Advisers Act Release No. 2340). The Commission also voted to adopt Regulation NMS, which contains four interrelated proposals designed to modernize the regulatory structure of the U.S. equity markets. Regulation NMS was originally proposed for public comment in February 2004 (www.sec.gov/rules/proposed/34- 49325.htm). The Commission extended the comment period and issued a supplemental release in May 2004 (www.sec.gov/rules/proposed/34- 49749.htm), and reproposed a revised Regulation NMS in December 2004 (www.sec.gov/rules/proposed/34-50870.htm). The substantive topics addressed by Regulation NMS are (1) order protection, (2) intermarket access, (3) sub-penny pricing, and (4) market data. In addition, Regulation NMS updates the existing Exchange Act rules governing the national market system, and consolidates them into a single regulation. Finally, two amendments were made to the joint industry plans for disseminating market information (Plans). Order Protection Rule * Rule 611 would require trading centers to obtain the best price for investors when such price is represented by automated quotations that are immediately accessible. * Specifically, the rule would require trading centers to establish, maintain, and enforce written policies and procedures that are reasonably designed to prevent trade-throughs, and, if relying on one of the rule's exceptions, which are reasonably designed to assure compliance with the exception. * The rule would protect the best bids and offers of each exchange, Nasdaq, and the NASD's ADF. * The rule does not contain a general "opt-out" exception that would have allowed market participants to disregard displayed quotations. The elimination of any protection for manual quotations is the principal reason that this broad exception is not included in the rule being considered for adoption. * The rule would include a number of exceptions to help ensure that the rule is workable with high-volume stocks and relate to, among others, intermarket sweep orders, quotations displayed by markets that fail to meet the response requirements for automated quotations, and flickering quotations with multiple prices displayed in a single second. * The rule would not change a broker-dealer's existing duty to obtain best execution for customer orders. Intermarket Access * Rule 610 would establish a uniform market access rule that would promote non-discriminatory access to quotations displayed by SRO trading centers through a private linkage approach. * Rule 610 also would harmonize the pricing of quotations across different trading centers by limiting the fees that any trading center could charge for accessing protected quotations or manual quotations that are at the best bid or offer, to no more than $0.003 per share (or, if the price of a protected quotation is less than $1.00, to no more than 0.3% of the quotation price per share). Finally, the rule would require each SRO to establish and enforce rules that, among other things, prohibit its members from engaging in a pattern or practice of displaying quotations that lock or cross the protected quotations of other trading centers. Sub-Penny Pricing * Rule 612 would prohibit market participants from displaying, ranking, or accepting quotations in NMS stocks that are priced in an increment of less than $0.01, unless the price of the quotation is less than $1.00. If the price of the quotation is less than $1.00, the minimum increment would be $0.0001. This rule is intended to prevent sub-penny pricing from being used to "step-ahead" of customer limit orders for an economically insignificant amount which could, over time, discourage investors from placing limit orders, an important source of market liquidity. Market Data * Regulation NMS would update the formulas for allocating revenues generated by market data fees to the various SROs to correct the flaws of the current formulas, which incent distortive behavior such as wash sales and trade shredding, and to allocate revenues to SROs that contribute to public price discovery by dividing market data revenues equally between trading and quoting activity. * The amendments also would require the SRO committees governing the market data consolidation systems to create advisory committees composed of non-SRO representatives to the joint industry plans. The advisory committees are intended to improve the transparency and effective operation of the plans by broadening participation in plan governance. * Finally, the rule would promote the wide availability of market data by authorizing markets to distribute their own data independently (while still providing their best quotations and trades for consolidated dissemination through the plans) and streamlining requirements for the display of market data to investors. Implementation * Given the significant systems and other changes necessary to implement Rules 610 and 611, as well as the amendment to the formula that allocates revenues among the SROs, the rule would provide for extended compliance dates for these new regulatory requirements. * Compliance with Rules 610 and 611 would begin with a small group of representative NMS stocks, in order to allow market participants to verify the functionality of their systems and procedures necessary to effectively comply with the rules. This first phase would begin on April 10, 2006 and end on June 9, 2006. On June 12, 2006, trading centers would be required to begin trading all NMS stocks pursuant to the requirements of Rules 610 and 611. * The compliance date for Rule 612 would be July 1, 2005, and the compliance date for the amendment to the formula that allocates revenues among the SROs would be July 3, 2006. (Press Rel. 2005-48) RULES AND RELATED MATTERS COMMISSION GUIDANCE REGARDING PROHIBITED CONDUCT IN CONNECTION WITH IPO ALLOCATIONS The Commission today issued interpretive guidance concerning prohibited conduct in connection with securities distributions under Regulation M, particularly with a focus on initial public offerings. The release is a reminder that Regulation M prohibits attempts to induce aftermarket purchases during a Regulation M restricted period. The Commission solicits comments on the guidance for its consideration as it continues to monitor IPO allocation practices. Publication of the interpretive guidance is expected in the Federal Register during the week of April 11. (Rels. 33-8565; 34-51500; IC- 26828) ENFORCEMENT PROCEEDINGS COMMISSION DECLARES DECISION AS TO KEVIN HARRIS, C.P.A. FINAL The decision of an administrative law judge with respect to Kevin M. Harris has become final. The law judge found that Harris willfully violated Exchange Act Rule 13b2-2, and caused and willfully aided and abetted violations by Akron, Inc. of Section 13(a) of the Securities Exchange Act of 1934 and Exchange Rules 12b-20, 13a-1 and 13a-13. The law judge determined that Harris’ conduct does not warrant sanctions. (Rel. 34-51486; File No. 3-11330) COMMISSION SANCTIONS WILLIAM BELKO, FORMER SENIOR VICE PRESIDENT OF ADVANCED INVESTMENT MANAGEMENT, INC. On April 6, the Commission issued an Order Instituting Administrative and Cease-and-Desist Proceedings, Making Findings, and Imposing Remedial Sanctions and a Cease-and-Desist Order Pursuant to Section 8A of the Securities Act of 1933, Section 21C of the Securities Exchange Act of 1934, and Sections 203(f) and 203(k) of the Investment Advisers Act of 1940 (Order) against William T. Belko, of Wexford, Pennsylvania. Without admitting or denying the Commission’s findings, Belko consented to the sanctions and cease-and-desist order imposed by the Order. The Commission’s Order finds that, from 1992 until June 2002, Belko was the Senior Vice President and portfolio manager of Advanced Investment Management, Inc. (AIM), a now defunct investment adviser formerly registered with the Commission, and headquartered in Pittsburgh, Pennsylvania. AIM’s investment strategy involved matching or exceeding the performance of the S&P 500 Index through the use of derivatives rather than direct investment in the equities that comprised the Index. Most clients required AIM to maintain not more than 100 percent market exposure in their accounts such that any market movement in the S&P 500 Index would cause comparable percentage movements in the market value of their portfolio. A few clients authorized market exposure levels as high as 120 percent. The Order finds that between January and July 2002, Jeff Thomas Allen, AIM’s President, CEO and Chief Investment Officer, and James Barlow Smith, AIM’s Vice President of Equity Trading, conducted fraudulent and unauthorized trading in numerous accounts without client authorization or consent, increasing the exposure in some accounts to levels as high as 500 percent, and causing combined client losses of more than $415 million. In order to avoid disclosing their conduct in client monthly account statements, Allen and Smith sold the positions that created the excessive exposure before month-end. After reporting the misleading month-end exposure levels, Allen and Smith increased client exposure levels by reestablishing the positions they had sold only days earlier. This strategy of “window dressing” prevented clients from discovering the fraud. The Commission’s Order further finds that Belko knew that Allen and Smith exceeded authorized trading limits; that he learned that Allen accelerated the unauthorized trading strategy as losses mounted; and that Allen continued trading despite significant client losses and assurances to Belko that he would stop. Belko had knowledge of the improper conduct as early as April 2002, and had a duty to provide full and fair disclosure of all material facts to AIM clients. The Order finds that, although Belko knew the unauthorized trading exposed clients to risks they had not agreed to assume, he never disclosed this information to clients or otherwise attempted to correct any of the misrepresentations or omissions in monthly account statements. The Order finds that Belko willfully violated Section 17(a) of the Securities Act, Section 10(b) of the Exchange Act and Rule 10b-5 thereunder, and willfully aided and abetted and caused violations of Sections 206(1) and 206(2) of the Advisers Act. The Commission ordered that Belko cease and desist from committing or causing any violations and any future violations of the provisions charged; be suspended from association with any investment adviser for a period of nine months; and pay a civil money penalty in the amount of $50,000. (Rels. 33-8564; 34- 51487; IA-2375; File No. 3-11883) IN THE MATTER OF FLEET SPECIALIST, INC. IN THE MATTER OF LABRANCHE & CO. LLC IN THE MATTER OF BEAR WAGNER SPECIALISTS LLC IN THE MATTER OF VAN DER MOOLEN SPECIALISTS USA, LLC IN THE MATTER OF SPEAR, LEEDS & KELLOGG SPECIALISTS LLC IN THE MATTER OF SIG SPECIALISTS, INC. IN THE MATTER OF PERFORMANCE SPECIALIST GROUP LLC SEC Extends Period of Time Granted to Fund Administrator to Identify Injured Customers in NYSE Specialist Cases On April 6, the Commission issued orders (Orders) extending the period of time initially granted to Heffler, Radetich & Saitta L.L.P. (Heffler Radetich), the fund administrator, to draw up a plan identifying customers who were injured as a result of the violative trading by the seven New York Stock Exchange (NYSE) specialist firms: Bear Wagner Specialists LLC; Fleet Specialist, Inc. (now Banc of America Specialist, Inc.); Spear, Leeds & Kellogg Specialists LLC; Van der Moolen Specialists USA, LLC; Performance Specialist Group LLC; and SIG Specialists, Inc. Pursuant to the Commission’s March 30, 2004 and July 26, 2004 orders, the seven NYSE specialist firms were ordered to pay a total of $247,028,778 in disgorgement and civil penalties. The Orders extend by 180 days the period within which Heffler Radetich shall draw up a plan, for approval by the Commission, identifying customers who were injured as a result of the violative trading by the seven NYSE specialist firms. (SIG Specialists, Inc. - Rel. 34-51489, File No. 3-11559; Performance Specialist Group, LLC – Rel. 34-51490, File No. 3-11558; Van der Moolen Specialists, USA, LLC – Rel. 34-51491, File No. 3-11449; Spear, Leeds & Kellogg Specialists LLC – Rel. 34- 51492, File No. 3-11448; LaBranche & Co. LLC – Rel. 34-51493, File No. 3- 11447; Fleet Specialists, Inc. – Rel. 34-51494, File No. 3-11446; Bear Wagner Specialists LLC – Rel. 34-51495, File No. 3-11445) SEALIFE CORPORATION AND OTHERS CHARGED IN FRAUDULENT DISTRIBUTION OF UNREGISTERED STOCK On April 5, the Commission filed a civil injunctive action in the District of Colorado against SeaLife Corporation, its president Robert E. McCaslin, and promoters Roland M. Thomas, ERT Technology Corporation, Douglas A. Glaser, Barry S. Griffin, Jeffrey A. Hayden, and Morgan J. Wilbur III, alleging that they engaged in a fraudulent distribution of unregistered stock. According to the complaint, SeaLife went public in December 2002 through a reverse merger and then issued and improperly registered on Form S-8 one million shares to Thomas, Glaser, and an ERT employee. Thomas and Glaser then distributed some of that stock to the public and transferred portions of the stock to Griffin, Hayden, and Wilbur, who distributed most of the remainder. While the distribution was ongoing, SeaLife allegedly disseminated false publicity concerning the readiness of its products for sale, the value of its technology, gross sales margins, projections of sales and income, and the ongoing stock distribution. In addition, Thomas, ERT, Glaser, Griffin, Hayden, and Wilbur allegedly engaged in wash sales or matched trades and purchased stock to generate artificial volume and keep the price up for the distribution. All defendants are charged with violating the registration and antifraud provisions of the securities laws. Thomas, ERT, Glaser, Griffin, Hayden, and Wilbur are charged with violating Regulation M by purchasing SeaLife stock during a distribution, and McCaslin, Thomas, ERT, and Glaser are charged with failing to file stock ownership reports on a timely basis. [SEC v. SeaLife Corporation, et al., No. 05-M-622 (CBS) D. Colo.] (LR-19171) SEC CHARGES DREW LEVIN, FORMER CEO OF TEAM COMMUNICATIONS GROUP, INC. AND TWO OTHERS WITH FRAUD; AND A THIRD FOR CAUSING FRAUD On April 6, the Commission filed fraud and other charges against Drew S. Levin, Noel Cronin, and Michael Macchiarella for a financial fraud conducted at Team Communications Group, Inc. The Commission also instituted a related administrative action against John D. Clutten. The compliant, filed in the U.S. District Court for the Central District of California, alleges that a financial fraud took place at Team from approximately 1999 through 2001 and that there were two major components of the fraudulent scheme. The first component involved improperly accounting for “circular” sales transactions between Team and certain other companies, including companies controlled by Cronin. The second component of the scheme involved non-binding, “minimum-guarantee” distribution contracts. Under these contracts, Team improperly recognized minimum-guaranteed revenue (specified in the terms of those contracts) even though the counter-parties were assured that the minimum- guarantee numbers would not be enforced. In fact, in most or all cases, the minimum-guarantee contractual obligations were voided by undisclosed side-letter agreements. The complaint also alleges that the fraudulent scheme resulted in material misstatements and omissions in Team’s periodic reports filed with the Commission and other public statements related to the company’s fiscal years 1999 and 2000 (Team’s fiscal year ended on 12/31). For example, the circular and minimum-guarantee transactions caused Team to report in its filings with the Commission materially misstated revenue, income, and assets for the periods ended 12/31/1999, 3/31/2000, 6/30/2000 and 9/30/2000. The complaint further alleges that Levin, Team’s former Chief Executive Officer and Chairman of the Board, was the architect of the scheme and personally oversaw and directed its execution. Levin’s scheme was accomplished with the assistance of Cronin and Macchiarella. During the relevant time period, Cronin was the head of Team’s United Kingdom subsidiary, known as Team Dandelion. Cronin and other companies in which he had an ownership interest were involved in the circular and minimum-guarantee transactions. Macchiarella purportedly owned a film distribution company, which was not affiliated with Team and which entered into a guaranteed-minimum with Team. Levin and Macchiarella made false statements to Team’s auditors about Macchiarella’s company and the contract. In its administrative action against Clutten, the Commission alleges that Clutten was involved with the guaranteed-minimum contracts. Cronin has agreed to settle the Commission’s action, without admitting or denying the allegations in the complaint, by consenting to the entry of a judgment (a) permanently enjoining him from violating Sections 10(b) and 13(b)(5) of the Securities Exchange Act of 1934 (“Exchange Act”) and Rules 10b-5, 13b2-1 and 13b2-2 thereunder and from aiding and abetting violations of Sections 13(a), 13(b)(2)(A), and 13(b)(2)(B) of the Exchange Act and Rules 13a-1 and 13a-13 thereunder, and (b) prohibiting him from acting as an officer or director of a public company for five years. Macciarella has agreed to settle the Commission’s action, without admitting or denying the allegations in the complaint, by consenting to the entry of a judgment (a) permanently enjoining him from violating Sections 10(b) and 13(b)(5) of the Securities Exchange Act of 1934 and Rules 10b-5 and 13b2-1 thereunder and from aiding and abetting violations of Sections 13(a), 13(b)(2)(A), and 13(b)(2)(B) of the Exchange Act and Rules 13a-1, 13a-13, and13b2-2 thereunder, and (b) requiring him to pay disgorgement of $25,000 plus prejudgment interest and a $25, 000 civil penalty. Clutten has agreed to settle the Commission’s administrative action by consenting to the entry of an order, without admitting or denying the findings in the order, directing him to cease and desist from (1) committing or causing any violations and any future violations of Sections 10(b) and 13(b)(5) of the Exchange Act and Rules 10b-5, 13b2-1 and 13b2-2 thereunder and (2) 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 13a-1 and 13a-13 thereunder. The Commission will litigate the case against Levin. The Commission’s complaint alleges Levin violated Sections 10(b) and 13(b)(5) of the Securities Exchange Act of 1934 and Rules 10b-5, 13b2-1 and 13b2-2 thereunder and aided and abetted violations of Sections 13(a), 13(b)(2)(A), and 13(b)(2)(B) of the Exchange Act and Rules 13a-1 and 13a- 13 thereunder. The Commission seeks an injunction against future violations of these provisions, an order prohibiting him from acting as an officer or director of a public company, disgorgement of all unlawful gains and prejudgment interest, and a civil monetary penalty. [SEC v. Drew S. Levin, Noel Cronin, and Michael Macchiarella, Civil Action No. 05-2547 NM (RCx) (C.D. Cal.)] (LR-19172, AAE Rel. 2223); Administrative Proceeding In the Matter of John D. Clutten - Rel. 34-51488, AAE Rel. 2224; File No. 3-11884) COURT AWARDS SEC OVER $600,000 FROM FLORIDA TELEMARKETERS IN NATIONWIDE INVESTMENT SCAM The Commission announced today that on March 28, 2005, the U.S. District Court for the District of New Jersey entered a Final Judgment against Florida resident Charles Fremer and his wholly-owned telemarketing company, Capital Concept Marketing, Inc. (CCM). The Court ordered Fremer and CCM to pay almost $580,000 in disgorgement and prejudgment interest and enjoined them from future violations of the securities registration and broker provisions of the federal securities laws. Fremer was also ordered to pay a $50,000 penalty. On May 2, 2002, the Commission sued U.S. Funding Corporation, a New Jersey company, and its president, Angelica Gwinnett, for defrauding investors out of at least $2 million in an investment scam. The Commission’s complaint also alleged that CCM and Fremer acted as unregistered brokers when they solicited investors in U.S. Funding’s securities via spam email and telephone calls. The Court entered a temporary restraining order and later a preliminary injunction enjoining further investor solicitations and freezing U.S. Funding’s and CCM’s assets. On May 20, 2002, the Court appointed a receiver over U.S. Funding. Criminal charges were later brought against Ms. Gwinnett by the United States Attorney’s Office. The judgment against CCM and Fremer followed grant of the Commission’s motion for summary judgment in which the Court found that, from November 2001 to March 2002, CCM and Fremer raised over $1.4 million from 42 investors nationwide. In return, U.S. Funding paid CCM and Fremer what the Court found were excessive telemarketing commissions totaling $501,385. The Final Judgment permanently enjoins CCM and Fremer from future violations of Sections 5(a) and 5(c) of the Securities Act of 1933, which prohibits the unregistered offer and sale of securities, and Section 15(a) of the Securities Exchange Act of 1934, which prohibits acting as an unregistered securities broker. In addition to the $50,000 penalty against Fremer, the Court required Fremer and CCM to disgorge their ill-gotten gains of $501,385 plus prejudgment interest of $78,427. [SEC v. U.S. Funding Corporation, U.S. Funding Company, Capital Concept Marketing, Inc., Angelica Gwinnett, and Charles Fremer, Case No. CV 02- 2089 WJM (D.N.J.)] (LR-19173) SEC SUES DOLLAR GENERAL CORPORATION AND FIVE INDIVIDUALS FOR ACCOUNTING FRAUD DOLLAR GENERAL AND FOUR INDIVIDUALS SETTLE AND AGREE TO PAY OVER $11.1 MILLION IN PENALTIES AND OVER $400,000 IN DISGORGEMENT AND PREJUDGMENT INTEREST The Commission today announced the filing of a settled enforcement action charging Dollar General Corporation (Dollar General), a Tennessee- based discount retailer, the company’s former Chief Executive Officer, Cal Turner (Turner); its former Chief Financial Officer, Brian Burr (Burr); its former Controller, Randy Sanderson (Sanderson); and its former President, Bobby Carpenter (Carpenter) with accounting fraud. The Commission also today issued a settled administrative order against former Accounting Manager, Stephen C. Jones (Jones). As alleged in the Commission’s complaint, during its fiscal years 1998 through 2001, Dollar General engaged in fraudulent or improper accounting practices in violation of Generally Accepted Accounting Principles (GAAP) which ultimately resulted in a restatement of Dollar General’s financial statements in January 2002. The restatement reduced the Company’s pre- tax income by approximately $143 million, or about 30 cents per share, over the restated period. The Commission’s complaint alleges that Dollar General’s misconduct included: (1) intentionally underreporting at least $10 million in import freight expenses for the Company’s fiscal year 1999; (2) engaging in an $11 million sham sale of outdated, essentially worthless, Omron cash registers in the Company’s fiscal year 2000 fourth quarter; (3) overstating cash accounts; (4) manipulating the Company’s reported earnings through the use of a general reserve or “rainy day” account; (5) failing to maintain accurate books and records and filing inaccurate financial reports with the Commission; and (6) failing to maintain adequate internal accounting controls. The complaint further alleges that some of the fraudulent or improper accounting practices were effected by, or known to, former senior executives and accounting personnel, including Turner, Burr Sanderson and Carpenter and were motivated in part by a desire to report earnings that met or exceeded analysts’ expectations and to maintain employee bonuses. The complaint alleges that, with regard to import freight expenses in 1999 and 2000, Dollar General’s accounting staff determined that the Company should have recognized $13.4 million in freight expenses in fiscal 1999. Rather than recognizing all the expense in fiscal year 1999, Sanderson, Burr, and Carpenter discussed possible ways to account for the $13.4 million in freight expenses that did not entail recognizing all such expenses in fiscal year 1999. On Feb. 5, 2000, Sanderson sent a memorandum to Carpenter, Burr and others describing a $10 million “variance” in relation to freight expenses, and Dollar General’s intention to charge the “$10 million 1999 shortfall” at a rate of $833,000 per month during Dollar General’s fiscal year 2000. At a meeting in March 2000, attended by Carpenter and Turner among others, Sanderson explained that the freight expenses would be gradually expensed in fiscal year 2000. All three individuals knew that deferring the bulk of the expenses to fiscal year 2000 avoided the negative impact on already announced fiscal year 1999 earnings as well as year-end bonus payments to Dollar General employees, including Sanderson, Burr, and Carpenter. Turner was informed that the freight expenses relating to activity in Dollar General’s fiscal year 1999 were being recorded in 2000, but Turner did not override the decision. The Commission’s complaint alleges that, by deferring the freight expenses, Dollar General met certain targets, including an internal target for employee bonuses and analysts’ expectations for the Company’s earnings per share for fiscal year 1999. If Dollar General had recognized the freight expenses in 1999, it would have fallen short of the bonus target and analysts’ expectations. The Commission’s Order finds that Sanderson directed Jones to record the freight expenses in the following manner: (1) write off $4 million of the freight expenses in fiscal year 1999; and (2) recognize the remaining $9.4 million over the course of fiscal year 2000 on a monthly basis. In an attempt to hide part of the improper deferral from the Company’s auditors, Sanderson directed Jones to move $1.3 million of the $9.4 million to the miscellaneous accrued liabilities account, widely known at Dollar General as the “Rainy Day Fund,” and $2.7 million of the $9.4 million to corporate bank clearing accounts. Neither of these accounts had any connection to freight expenses. Jones knew that this accounting treatment was improper, but he nevertheless followed Sanderson’s instructions. Separately, the complaint also alleges that, by Feb. 26, 2001, Turner knew of serious allegations concerning Sanderson and was reckless in not knowing that these issues were likely to impact the integrity and accuracy of Dollar General’s financial statements. Nevertheless, on Feb. 26, 2001, Dollar General held a conference call announcing its unaudited financial results for fiscal 2000 that Turner knew had been prepared by, among others, Sanderson. Simultaneously with the filing of the Commission’s complaint, and without admitting or denying its allegations, Dollar General consented to the entry of a final judgment permanently enjoining it from future violations of the antifraud, books and records, internal controls, and periodic reporting provisions of the federal securities laws, specifically, Section 17(a) of the Securities Act of 1933 (Securities Act), Sections 10(b), 13(a), 13(b)(2)(A) and 13(b)(2)(B) of the Securities Exchange Act of 1934 (Exchange Act) and Rules 10b-5, 12b-20, 13a-1, 13a-11 and 13a-13 thereunder. In addition, Dollar General will pay one dollar in disgorgement and a civil penalty of $10,000,000. Turner, Sanderson, and Carpenter also have each agreed to settle the case against them without admitting or denying the allegations in the complaint. Each has agreed to the entry of a judgment that permanently enjoins them from violating the antifraud, books and records and internal controls provisions of the federal securities laws (Sections 10(b) and 13(b)(5) of the Exchange Act and Rules 10b-5 and 13b2-1 thereunder), and from aiding and abetting violations of the periodic reporting, books and records and internal controls provisions of the securities laws (Sections 13(a), 13(b)(2)(A), 13(b)(2)(B) of the Exchange Act and Rules 12b-20 and 13a-11 thereunder). Sanderson and Carpenter also each agreed to be enjoined from violating Section 17(a) of the Securities Act and the provision prohibiting making false or misleading statements to auditors (Rule 13b2-2) and from aiding and abetting certain other reporting violations (Exchange Act Rules 13a-1 and 13a-13). In addition, Turner agreed to be enjoined from directly or indirectly controlling any person who violates the antifraud, books and records, internal control and periodic reporting provisions of the federal securities laws (Sections 10(b), 13(a), 13(b)(2)(A) and 13(b)(2)(B) of the Exchange Act and Rules 10b-5, 12b-20, 13a-1, 13a-11, 13a-13 and 13b2-1 thereunder). In addition to the injunctive relief, Turner agreed to pay $1 in disgorgement and a civil penalty of $1,000,000, Carpenter agreed to pay $143,455, comprising $33,000 in disgorgement, $10,455 in prejudgment interest and a civil penalty of $100,000, and Sanderson agreed to pay $270,595, comprising $150,000 in disgorgement, $45,595 in prejudgment interest and a civil penalty of $75,000. Carpenter also agreed to be barred permanently from serving as an officer or director of a public company and Sanderson agreed to be barred for a period of five years. The settlements are subject to court approval. The Commission expects that the penalties from the settling defendants will be distributed pursuant to the Fair Fund provisions of Section 308(a) of the Sarbanes- Oxley Act of 2002. Separately, Jones consented, without admitting or denying the Commission’s findings, to the entry of a Commission Order pursuant to which he is ordered to cease and desist from committing violations of the antifraud, books and records and internal controls provisions of the securities laws (Section 17(a) of the Securities Act, Sections 10(b) and 13(b)(5) of the Exchange Act and Rules 10b-5 and 13b2-1 thereunder), and from causing violations of the books and records, internal controls and periodic reporting provisions of the securities laws (Sections 13(a), 13(b)(2)(A), 13(b)(2)(B) of the Exchange Act and Rules 12b-20, 13a-1, and 13a-13 thereunder). The Commission’s Order also finds that Jones, a certified public accountant, engaged in improper professional conduct within the meaning of Rule 102(e)(1)(ii) of the Commission’s Rules of Practice and that he willfully violated and aided and abetted the violation of provisions of the federal securities laws within the meaning of Rule 102(e)(1)(iii). Accordingly, the Order denies Jones the privilege of appearing or practicing before the Commission as an accountant with a right to apply for reinstatement after three years. Burr, Dollar General’s former CFO, has not reached a settlement with the Commission. In its complaint, the Commission charges Burr with insider trading, violating the antifraud, books and records and internal controls provisions of the federal securities laws and aiding and abetting the books and records, periodic reporting and internal controls provisions of the securities laws. The Commission seeks against Burr a permanent injunction against future violations, disgorgement of ill- gotten gains, prejudgment interest thereon, and civil penalties. In addition, the Commission seeks an officer and director bar against Burr. [SEC v. Dollar General Corporation, Hurley Calister Turner, Jr., Brian M. Burr, Randy C. Sanderson and Bobby Carpenter, Civil Action No. 3:05- 0283, MD Tenn. (WJH)] (LR-19174; AAE Rel. 2226); Administrative Proceeding In the Matter of Stephen C. Jones, CPA – Rel. 34-51501; AAE Rel. 2225; File No. 3-11885) SECURITIES ACT REGISTRATIONS The following registration statements have been filed with the SEC under the Securities Act of 1933. The reported information appears as follows: Form, Name, Address and Phone Number (if available) of the issuer of the security; Title and the number and/or face amount of the securities being offered; Name of the managing underwriter or depositor (if applicable); File number and date filed; Assigned Branch; and a designation if the statement is a New Issue. Registration statements may be obtained in person or by writing to the Commission's Public Reference Branch at 450 Fifth Street, N.W., Washington, D.C. 20549 or at the following e-mail box address: . In most cases, this information is also available on the Commission's website: . S-4 TUT SYSTEMS INC, 6000 SW MEADOWS RD, SUITE #200, LAKE OSWEGO, OR, 97035, 503-594-1400 - 0 ($10,000,000.00) Equity, (File 333-123869 - Apr. 6) (BR. 37) S-8 DIVERSIFIED FINANCIAL RESOURCES CORP, SANDRA JORGENSEN, 1771 WOLVISON WAY, SAN DIEGO, CA, 92154, 6195757904 - 0 ($100,000.00) Equity, (File 333-123870 - Apr. 6) (BR. 07) S-4 REDDY ICE HOLDINGS INC, 8750 NORTH CENTRAL EXPRESSWAY, SUITE 1800, DALLAS, TX, 75231, 214 526 6740 - 0 ($151,000,000.00) Other, (File 333-123871 - Apr. 6) (BR. 04) S-8 CISCO SYSTEMS INC, 170 WEST TASMAN DR, SAN JOSE, CA, 95134-1706, 4085264000 - 2,524,712 ($13,658,186.98) Equity, (File 333-123872 - Apr. 6) (BR. 03) S-3 AMN HEALTHCARE SERVICES INC, 12400 HIGH BLUFF DRIVE, SUITE 100, SAN DIEGO, CA, 92130, 8668718519 - 12,931,303 ($200,564,510.00) Equity, (File 333-123873 - Apr. 6) (BR. 01) S-1 National Waterworks Holdings, Inc., AMERICAN PLAZA, 200 WEST HIGHWAY 6, SUITE 620, WACO, TX, 76712, 254-772-5355 - 0 ($400,000,000.00) Equity, (File 333-123874 - Apr. 6) (BR. 02) F-10 GOLDCORP INC, 145 KING ST WEST, STE 2700, TORONTO, A6, M5H 1J8, 4168650326 - 43,694,482 ($313,999,325.52) Equity, (File 333-123876 - Apr. 6) (BR. 04) S-8 NANO PROPRIETARY INC, 3006 LONGHORN BOULEVARD, SUITE 107, AUSTIN, TX, 78758, 5123315020 - 3,000,000 ($8,670,000.00) Equity, (File 333-123878 - Apr. 6) (BR. 37) S-8 MOTOROLA INC, 1303 E ALGONQUIN RD, SCHAUMBURG, IL, 60196, 8475765000 - 0 ($100,000,000.00) Non-Convertible Debt, (File 333-123879 - Apr. 6) (BR. 37) S-8 WASHINGTON GROUP INTERNATIONAL INC, 720 PARK BLVD, MORRISON KNUDSEN PLAZA, BOISE, ID, 83729, 2083865000 - 0 ($111,144,000.00) Equity, (File 333-123881 - Apr. 6) (BR. 06) S-8 Benjamin Franklin Bancorp, M.H.C., 58 MAIN STREET, P.O. BOX 309, FRANKLIN, MA, 02038, (508) 528-7000 - 0 ($5,000,000.00) Equity, (File 333-123882 - Apr. 6) (BR. 07) S-8 OMNICORDER TECHNOLOGIES INC, 12-8 TECHNOLOGY DRIVE, ., EAST SETANKET, NY, 11733, 631-689-3781 - 4,317,215 ($5,267,002.00) Other, (File 333-123883 - Apr. 6) (BR. 36) S-3 LANDAMERICA FINANCIAL GROUP INC, 101 GATEWAY CTR PKWAY, GATEWAY ONE, RICHMOND, VA, 23235, 8042678000 - 0 ($400,000,000.00) Unallocated (Universal) Shelf, (File 333-123885 - Apr. 6) (BR. 01) S-8 CDI CORP, 1717 ARCH STREET, 35TH FLOOR, PHILADELPHIA, PA, 19103-2768, 2155692200 - 240,000 ($5,260,800.00) Equity, (File 333-123886 - Apr. 6) (BR. 37) S-8 XINHUA CHINA LTD, 1880 - 505 BURRARD ST ., (PO BOX 15), VANCOUVER, A1, V7X 1M6, (604) 681-3864 - 10,000,000 ($45,300,000.00) Equity, (File 333-123887 - Apr. 6) (BR. 04) S-8 CDI CORP, 1717 ARCH STREET, 35TH FLOOR, PHILADELPHIA, PA, 19103-2768, 2155692200 - 0 ($31,421,374.00) Equity, (File 333-123888 - Apr. 6) (BR. 37) S-8 GOLDEN PATRIOT CORP, 789 WEST PENDER STREET, SUITE 1205, VANCOUVER BC, A1, V6C 1H2, 6046466906 - 2,350,000 ($235,000.00) Equity, (File 333-123889 - Apr. 6) (BR. 04) SB-2 VIRTRA SYSTEMS INC, 440 NORTH CENTER, ARLINGTON, TX, 76011, 8172650440 - 25,625,000 ($7,958,750.00) Equity, (File 333-123890 - Apr. 6) (BR. 05) SB-2 OPHTHALMIC IMAGING SYSTEMS, 221 LATHROP WAY, SUITE 1, SACRAMENTO, CA, 95815, 9166462020 - 6,000,000 ($6,600,000.00) Equity, (File 333-123892 - Apr. 6) (BR. 36) S-4 GCI INC, 2550 DENALI ST, STE 1000, ANCHORAGE, AK, 99503, 9072655600 - 0 ($70,000,000.00) Other, (File 333-123893 - Apr. 6) (BR. 37) S-3 WARREN RESOURCES INC, 489 FIFTH AVE, NEW YORK, NY, 10017, 2126979660 - 0 ($46,273,125.00) Equity, (File 333-123894 - Apr. 6) (BR. 04) S-3 ATHEROGENICS INC, 8995 WESTSIDE PARKWAY, ALPHARETTA, GA, 30004, 6783362500 - 200,000,000 ($200,000,000.00) Debt Convertible into Equity, (File 333-123895 - Apr. 6) (BR. 01) S-3 BROADWING CORP, 7015 ALBERT EINSTEIN DR, COLUMBIA, MD, 21046-9400, 4432594000 - 75,000,000 ($309,750,000.00) Equity, (File 333-123896 - Apr. 6) (BR. 37) S-8 FEDERAL MORTGAGE CORP OF PUERTO RICO, 444 PARK FOREST WAY, WELLINGTON, FL, 33414, 5617984294 - 1,000,000 ($3,500.00) Equity, (File 333-123897 - Apr. 6) (BR. 09) S-3 NORTHWEST NATURAL GAS CO, 220 NW SECOND AVE, PORTLAND, OR, 97209, 5032264211 - 0 ($26,775,000.00) Equity, (File 333-123898 - Apr. 6) (BR. 02) S-8 IPORUSSIA INC, 3,000,000 ($3,210,000.00) Equity, (File 333-123899 - Apr. 6) (BR. 08) S-8 DIGITAL INSIGHT CORP, 26025 MUREAU RD, CALABASAS, CA, 91302, 8188710000 - 0 ($17,832,120.00) Equity, (File 333-123900 - Apr. 6) (BR. 08) S-11 INTERSTAR SECURITISATION MANAGEMENT PTY LTD, 0 ($1,000,000.00) Mortgage Backed Securities, (File 333-123901 - Apr. 6) (BR. 05) S-3 MICROVISION INC, 19910 NORTH CREEK PARKWAY, BOTHELL, WA, 98011-3008, 4254156847 - 0 ($18,337,799.40) Equity, (File 333-123902 - Apr. 6) (BR. 36) S-3 CHARLES RIVER ASSOCIATES INC, 200 CLARENDON STREET, T-33, BOSTON, MA, 02116, 6174253000 - 0 ($133,205,295.00) Equity, (File 333-123903 - Apr. 6) (BR. 37) S-8 SKYBRIDGE WIRELESS INC, 6565 SPENCER STREET, STE 205, LAS VEGAS, NV, 89119, (702) 897-8704 - 0 ($390,000.00) Equity, (File 333-123904 - Apr. 6) (BR. 37) SB-2 GURUNET CORP, 441 ROUTE 306, WESLEY HILLS, NY, 10952, 845-818-3988 - 1,140,504 ($19,040,810.74) Equity, (File 333-123906 - Apr. 6) (BR. 08) S-3 VERILINK CORP, 11551 E ARAPAHOE RD, SUITE 150, CENTENNIAL, CO, 80112-3833, 303.968.3000 - 0 ($12,889,578.00) Equity, (File 333-123907 - Apr. 6) (BR. 37) S-8 NATIONAL VISION INC, 296 GRAYSON HWY, LAWRENCEVILLE, GA, 30045, 7708223600 - 0 ($126.91) Equity, (File 333-123908 - Apr. 6) (BR. 02) RECENT 8K FILINGS Form 8-K is used by companies to file current reports on the following events: 1.01 Entry into a Material Definitive Agreement 1.02 Termination of a Material Definitive Agreement 1.03 Bankruptcy or Receivership 2.01 Completion of Acquisition or Disposition of Assets 2.02 Results of Operations and Financial Condition 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off- Balance Sheet Arrangement of a Registrant 2.04 Triggering Events That Accelerate or Increase a Direct Financial Obligation under an Off-Balance Sheet Arrangement 2.05 Cost Associated with Exit or Disposal Activities 2.06 Material Impairments 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing 3.02 Unregistered Sales of Equity Securities 3.03 Material Modifications to Rights of Security Holders 4.01 Changes in Registrant’s Certifying Accountant 4.02 Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review 5.01 Changes in Control of Registrant 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year 5.04 Temporary Suspension of Trading Under Registrant's Employee Benefit Plans 5.05 Amendments to the Registrant’s Code of Ethics, or Waiver of a Provision of the Code of Ethics 7.01 Regulation FD Disclosure 8.01 Other Events 9.01 Financial Statements and Exhibits 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 DATE COMMENT ------------------------------------------------------------------------------------------------ ABATIX CORP DE 1.01,9.01 03/30/05 ACCREDITED HOME LENDERS HOLDING CO DE 5.02,9.01 04/03/05 Accredited Mortgage Loan REIT Trust MD 5.02,9.01 04/03/05 ACCUPOLL HOLDING CORP NV 5.02,9.01 03/31/05 ACT TELECONFERENCING INC CO 2.06 04/01/05 ADM TRONICS UNLIMITED INC/DE DE 1.01 04/01/05 ADVANSTAR COMMUNICATIONS INC NY 1.01,9.01 04/02/05 ADVANSTAR INC DE 1.01,9.01 04/02/05 AER VENTURES INC 4.01 03/31/05 AEROPOSTALE INC 7.01,9.01 04/06/05 ALION SCIENCE & TECHNOLOGY CORP DE 1.01,2.03 04/01/05 ALION SCIENCE & TECHNOLOGY CORP DE 1.01,2.01,7.01,9.01 04/01/05 AMEND AMERICAN ACCESS TECHNOLOGIES INC FL 2.02,9.01 04/05/05 AMERICAN EQUITY INVESTMENT LIFE HOLDI IA 1.01,9.01 03/31/05 AMERICAN HOMEPATIENT INC DE 8.01,9.01 04/05/05 AMERICAN TIRE DISTRIBUTORS INC DE 8.01 03/31/05 Amersin Life Sciences CORP NV 8.01 04/06/05 AMGEN INC DE 8.01,9.01 04/06/05 AMICAS, Inc. DE 1.01,9.01 03/31/05 ANALEX CORP NY 2.01,2.03,9.01 04/01/05 APPLIED DIGITAL SOLUTIONS INC MO 3.02,9.01 03/31/05 AQUANTIVE INC WA 1.01 03/31/05 ARBIOS SYSTEMS INC NV 1.01,5.02,9.01 03/31/05 ARCADIA RESOURCES, INC NV 1.01,3.02 03/31/05 ARROWHEAD RESEARCH CORP DE 2.01,9.01 03/31/05 ARTESIAN RESOURCES CORP DE 2.02,9.01 03/31/05 ASHFORD HOSPITALITY TRUST INC MD 7.01,9.01 04/06/05 ASTORIA FINANCIAL CORP DE 8.01,9.01 04/06/05 ATC HEALTHCARE INC /DE/ DE 8.01,9.01 04/06/05 ATLANTIC WINE AGENCIES INC FL 8.01 04/06/05 AURA SYSTEMS INC DE 5.02,9.01 03/30/05 AUTOZONE INC NV 8.01 04/05/05 AVANIR PHARMACEUTICALS CA 1.01,8.01,9.01 04/05/05 AVATECH SOLUTIONS INC DE 1.01,2.03 04/05/05 BAKERS FOOTWEAR GROUP INC MO 1.01,3.02,7.01,9.01 03/31/05 BANC OF AMERICA MORTGAGE SECURITIES I DE 8.01,9.01 04/05/05 BANC ONE FINANCIAL SERVICES HOME EQUI NY 8.01,9.01 03/25/05 BASIC EMPIRE CORP 4.01,9.01 03/05/05 AMEND BAY VIEW CAPITAL CORP DE 4.02 03/31/05 AMEND BBMF CORP NV 1.01,2.01,9.01 04/06/04 Bear Stearns BSALTA 2005-1 DE 8.01,9.01 03/25/05 BEAR STEARNS COMPANIES INC DE 8.01,9.01 03/28/05 BED BATH & BEYOND INC NY 2.02,9.01 04/06/05 BEVERLY ENTERPRISES INC DE 7.01,9.01 04/05/05 BGF INDUSTRIES INC DE 1.01,2.03,9.01 04/04/05 BIOPURE CORP DE 7.01,9.01 04/06/05 BKF CAPITAL GROUP INC DE 8.01,9.01 04/06/05 BLUEGATE CORP NV 1.01,3.02,5.05,9.01 03/31/05 BOSTON LIFE SCIENCES INC /DE DE 8.01,9.01 03/31/05 BROADVISION INC DE 1.01,9.01 02/26/05 BROOKTROUT INC MA 2.02,9.01 04/05/05 BROWN FORMAN CORP DE 7.01 04/01/05 BRYN MAWR BANK CORP PA 1.01,9.01 04/04/05 BURLINGTON COAT FACTORY WAREHOUSE COR DE 2.02 04/05/05 BUSINESS OBJECTS S.A. 5.03,9.01 04/01/05 CALLAWAY GOLF CO /CA DE 1.01,9.01 03/31/05 Camelot Entertainment Group, Inc. DE 5.02 04/01/05 CANCERVAX CORP DE 7.01,8.01,9.01 04/06/05 CANCERVAX CORP DE 7.01 04/06/05 CAREY W P & CO LLC DE 5.02,9.01 03/17/05 CARRAMERICA REALTY CORP MD 1.01,2.02,9.01 03/31/05 Centerplate, Inc. DE 1.01,1.02,2.03,2.04,8.01,9.01 03/31/05 CEPHEID CA 1.01,9.01 04/01/05 CHAMPION ENTERPRISES INC MI 1.01,9.01 04/05/05 CHARTER COMMUNICATIONS INC /MO/ DE 1.01,5.02,9.01 03/31/05 CHENIERE ENERGY INC DE 7.01,9.01 04/06/05 CHINA AUTOPARTS, INC. DE 5.02,9.01 02/02/05 CHOICEPOINT INC GA 1.01,9.01 03/31/05 CHRISTOPHER & BANKS CORP DE 2.02,4.02,9.01 04/06/05 CLEVELAND CLIFFS INC OH 2.01,9.01 03/31/05 CLICK COMMERCE INC 4.01 03/31/05 CMKM Diamonds, Inc. NV 8.01,9.01 03/24/04 CNL Hotels & Resorts, Inc. MD 1.01,9.01 04/06/05 COASTAL BANKING CO INC SC 1.01,1.02,9.01 04/06/05 COMMERCIAL FEDERAL CORP NE 1.01,8.01,9.01 03/31/05 COMTECH TELECOMMUNICATIONS CORP /DE/ DE 8.01,9.01 04/06/05 CONSUMER PORTFOLIO SERVICES INC CA 1.01,2.03,9.01 03/31/05 CORPORATE PROPERTY ASSOCIATES 12 INC MD 5.02,9.01 03/17/05 CORPORATE PROPERTY ASSOCIATES 14 INC MD 5.02,9.01 03/17/05 CORPORATE PROPERTY ASSOCIATES 15 INC MD 5.02,9.01 03/17/05 CREDIT SUISSE FIRST BOSTON MORTGAGE S DE 9.01 04/06/05 CRESCENT BANKING CO GA 1.01,2.01,3.02,9.01 04/01/05 CROSSTEX ENERGY LP DE 1.01,2.03,9.01 03/31/05 CROWN CASTLE INTERNATIONAL CORP DE 1.01,5.02,7.01,9.01 03/31/05 CWABS INC DE 8.01,9.01 03/30/05 CWABS INC DE 8.01,9.01 03/29/05 CYBER DEFENSE SYSTEMS INC FL 1.01,9.01 04/01/05 Cyberkinetics Neurotechnology Systems DE 8.01,9.01 04/04/05 Cybrdi, Inc. CA 5.02,5.03,9.01 03/22/05 CYTOKINETICS INC 5.02,9.01 04/01/05 DATREK MILLER INTERNATIONAL, INC. FL 2.01,9.01 10/18/04 AMEND DECORATOR INDUSTRIES INC PA 4.02,8.01 03/29/05 AMEND DELPHI FINANCIAL GROUP INC/DE DE 1.01 03/31/05 DELTA OIL & GAS INC 4.01 04/04/05 DELTA PETROLEUM CORP/CO CO 9.01 01/21/05 AMEND DENDRITE INTERNATIONAL INC NJ 2.02,2.05,9.01 03/31/05 Deutsche Alt-A Securities, Inc. Mortg 8.01,9.01 03/25/05 DEVCON INTERNATIONAL CORP FL 2.02,8.01,9.01 04/01/05 DIGIMARC CORP DE 2.02,3.01,9.01 04/01/05 DIGITAL ANGEL CORP DE 8.01,9.01 04/06/05 DIGITAL VIDEO SYSTEMS INC DE 8.01,9.01 04/01/05 DIGITAL VIDEO SYSTEMS INC DE 8.01,9.01 04/04/05 DISCOVERY PARTNERS INTERNATIONAL INC DE 1.01,9.01 03/31/05 DOLLAR THRIFTY AUTOMOTIVE GROUP INC DE 1.02,9.01 04/01/05 DRIL-QUIP INC DE 7.01,9.01 04/06/05 DUSA PHARMACEUTICALS INC NJ 8.01,9.01 04/06/05 EARTHFIRST TECHNOLOGIES INC FL 1.01,2.03,3.02,9.01 03/31/05 EARTHNETMEDIA INC NV 4.01 03/01/05 AMEND EDGE PETROLEUM CORP DE 1.01 03/31/05 EMISPHERE TECHNOLOGIES INC DE 1.01,8.01,9.01 03/31/05 ENGINEERED SUPPORT SYSTEMS INC MO 5.02,9.01 04/06/05 ENHERENT CORP DE 1.01,1.02,2.01,2.03,3.02,5.02 04/01/05 ENTECH ENVIRONMENTAL TECHNOLOGIES INC FL 8.01 04/04/05 EPIX Pharmaceuticals, Inc. 8.01,9.01 04/06/05 EQUITY ONE INC MD 5.02 04/01/05 ESCHELON TELECOM INC 2.01,9.01 03/31/05 ESS TECHNOLOGY INC CA 1.01,9.01 03/31/05 EURAMAX INTERNATIONAL INC 1.01,9.01 03/31/05 EXCO RESOURCES INC TX 2.02,9.01 03/31/05 EXELON CORP PA 8.01 04/05/05 FABULOUS FRITAS CORP FL 1.02,4.01,5.01,9.01 04/05/05 FAIRCHILD SEMICONDUCTOR INTERNATIONAL DE 1.01,1.02,5.02,7.01,9.01 04/06/05 FBO AIR, INC. NV 1.01,2.01,3.02,5.02,9.01 03/31/05 FEM ONE INC NV 8.01 04/04/05 FIELDSTONE INVESTMENT CORP 1.01,9.01 03/31/05 FIND SVP INC NY 1.01,2.01,9.01 03/31/05 FINISAR CORP DE 8.01,9.01 04/06/05 FIRST ACCEPTANCE CORP /DE/ DE 1.01,9.01 03/31/05 FIRST BANCSHARES INC /MO/ MO 2.06,9.01 04/06/05 FIRST CAPITAL BANK HOLDING CORP FL 1.01,9.01 04/06/05 First Federal of Northern Michigan Ba 8.01,9.01 04/01/05 FIRST FINANCIAL CORP /TX/ TX 2.01,9.01 03/31/05 FIRST HORIZON ASSET SECURITIES INC DE 8.01,9.01 03/30/05 FIRST HORIZON ASSET SECURITIES INC DE 8.01,9.01 03/30/05 FIRST HORIZON PHARMACEUTICAL CORP DE 5.02,7.01 04/01/05 FIRST MARINER BANCORP MD 2.01 03/31/05 FIRST NATIONAL BANCSHARES INC/ FL/ FL 2.02,9.01 04/06/05 FIRSTENERGY CORP OH 8.01,9.01 04/04/05 FLEXIBLE SOLUTIONS INTERNATIONAL INC NV 7.01 04/06/05 FLOWSERVE CORP NY 1.01,5.02,8.01,9.01 04/04/05 FLUSHING FINANCIAL CORP DE 7.01,9.01 04/05/05 FOREST LABORATORIES INC DE 2.02,9.01 03/31/05 FUELNATION INC FL 8.01,9.01 04/06/05 FX ENERGY INC NV 8.01 04/06/05 GABLES REALTY LIMITED PARTNERSHIP DE 1.01,2.03,9.01 03/31/05 GABLES RESIDENTIAL TRUST MD 1.01,2.03,9.01 03/31/05 GAMETECH INTERNATIONAL INC DE 4.01,9.01 03/31/05 GASCO ENERGY INC NV 8.01,9.01 04/06/05 GENERAL MOTORS ACCEPTANCE CORP DE 8.01 04/05/05 GENERAL MOTORS CORP DE 8.01 04/05/05 GENESEE & WYOMING INC DE 1.01,2.03 04/01/05 GENETHERA INC FL 5.02 04/06/05 GENITOPE CORP DE 1.01,9.01 04/01/05 GILEAD SCIENCES INC DE 8.01,9.01 04/06/05 GLENBOROUGH REALTY TRUST INC MD 2.06 03/31/05 GLOBAL ENERGY INC NV 5.02,8.01,9.01 04/06/05 GLOBAL INDUSTRIES LTD LA 1.01 03/31/05 GMX RESOURCES INC OK 7.01,9.01 04/06/05 GOLDSPRING INC FL 1.01,3.02 04/01/05 GRANT PARK FUTURES FUND LIMITED PARTN IL 7.01 04/01/05 GREAT WALL ACQUISITION CORP DE 5.02 10/01/04 GROUP 1 AUTOMOTIVE INC DE 7.01,9.01 03/31/05 GROUP 1 AUTOMOTIVE INC DE 1.01,9.01 03/09/05 AMEND GSR Mortgage Loan Trust 2005-AR1 DE 8.01,9.01 03/25/05 GTC BIOTHERAPEUTICS INC MA 7.01,9.01 04/06/05 GTC TELECOM CORP NV 1.01 03/31/05 GUILFORD PHARMACEUTICALS INC DE 8.01,9.01 04/06/05 HAEMONETICS CORP MA 5.03,9.01 04/06/05 HAIN CELESTIAL GROUP INC DE 7.01,9.01 04/06/05 HELIX BIOMEDIX INC DE 7.01,9.01 04/06/05 HERCULES INC DE 8.01,9.01 04/05/05 HERSHA HOSPITALITY TRUST MD 2.01 04/01/05 HILFIGER TOMMY CORP 1.01,9.01 03/31/05 HINES REAL ESTATE INVESTMENT TRUST IN 2.01,9.01 04/01/05 HMS HOLDINGS CORP 2.05,5.02 03/31/05 HOME SOLUTIONS OF AMERICA INC DE 1.01,2.01,2.03,3.02,9.01 04/06/05 HOMEBANC CORP GA 1.01,2.03,9.01 03/31/05 HOSPITALITY PROPERTIES TRUST MD 8.01 04/04/05 HOUSERAISING, INC. NC 1.01 03/31/05 HUFFY CORP OH 2.02,9.01 03/05/05 I2 TELECOM INTERNATIONAL INC WA 2.02,9.01 03/31/05 ICY SPLASH FOOD & BEVERAGE INC NY 1.02,3.02,9.01 04/05/05 IMAGE ENTERTAINMENT INC CA 1.01 04/01/05 IMAGENETIX INC /NV/ NV 4.01,9.01 03/31/05 IMAGISTICS INTERNATIONAL INC DE 2.02,2.05,9.01 03/31/05 IMMERSION CORP DE 1.01,9.01 03/31/05 IMMUCOR INC GA 2.02,9.01 04/06/05 IMPCO TECHNOLOGIES INC DE 2.01,5.02,9.01 03/31/05 IMPCO TECHNOLOGIES INC DE 3.01 03/31/05 INDYMAC BANCORP INC DE 2.02,9.01 04/06/05 Indymac INDX Mortgage Loan Trust 2004 8.01,9.01 11/05/04 INFORMATION ARCHITECTS CORP NC 5.02 04/06/05 INGLES MARKETS INC NC 5.02,9.01 04/01/05 INGRAM MICRO INC DE 5.02,9.01 04/06/05 INTEGRATED ELECTRICAL SERVICES INC DE 5.02 03/31/05 INTERACTIVE DATA CORP/MA/ DE 1.01,9.01 03/31/05 INTERCHANGE CORP DE 1.01,5.02,9.01 04/06/05 INTERNATIONAL BUSINESS MACHINES CORP NY 1.01 04/06/05 INTERNATIONAL STEEL GROUP INC DE 1.01,1.02,5.02,9.01 03/31/05 INTERNET BUSINESS INTERNATIONAL INC NV 3.02,8.01 04/06/05 INTERVOICE INC TX 2.02,9.01 04/05/05 INVERNESS MEDICAL INNOVATIONS INC DE 2.01,5.02,9.01 03/31/05 INVITROGEN CORP DE 8.01 04/06/05 INYX INC NV 5.02,7.01,9.01 04/01/05 INYX INC NV 1.01,2.01,9.01 03/31/05 INYX INC NV 2.03,9.01 03/31/05 ISCO INTERNATIONAL INC DE 7.01,9.01 04/04/05 J CREW GROUP INC NY 2.02,9.01 04/06/05 JCM PARTNERS LLC DE 3.02 04/01/05 KAYDON CORP DE 5.02,9.01 03/31/05 KILROY REALTY CORP MD 8.01,9.01 04/05/05 KRISPY KREME DOUGHNUTS INC NC 1.01,9.01 03/31/05 LANDAUER INC DE 1.01,2.03,9.01 04/01/05 LENNOX INTERNATIONAL INC DE 2.05 04/04/05 LEXINGTON PRECISION CORP DE 2.02,9.01 04/05/05 LIMITED BRANDS INC DE 1.01,9.01 03/31/05 LINCOLN ELECTRIC HOLDINGS INC OH 1.01,9.01 04/04/05 LINCOLN LOGS LTD NY 5.02 04/06/05 LITFUNDING CORP NV 8.01,9.01 04/04/05 LORAL SPACE & COMMUNICATIONS LTD D0 7.01 04/06/05 LOYALTYPOINT INC DE 1.01,9.01 04/05/05 LUMERA CORP 5.02,9.01 04/05/05 LYNCH INTERACTIVE CORP DE 9.01 12/31/04 MAGIC LANTERN GROUP INC NY 5.02,9.01 03/31/05 MAIN STREET BANKS INC /NEW/ GA 8.01,9.01 04/06/05 MARKWEST ENERGY PARTNERS L P 2.01,9.01 03/31/05 MARKWEST HYDROCARBON INC DE 2.01,9.01 03/31/05 MARKWEST HYDROCARBON INC DE 1.01,9.01 04/05/05 MASTR Seasoned Securitization Trust 2 DE 8.01,9.01 03/25/05 MAYORS JEWELERS INC/DE DE 1.01 04/01/05 MBNA CORP MD 2.05 01/20/05 AMEND MC SHIPPING INC 2.03,8.01 04/04/05 MDC HOLDINGS INC DE 2.02,9.01 04/05/05 MDC PARTNERS INC 1.01,7.01,9.01 04/05/05 MEDICAL MAKEOVER CORP OF AMERICA DE 1.01,5.02,9.01 03/31/05 MEDIMMUNE INC /DE DE 1.01,1.02,5.02,9.01 04/06/05 MEDITECH PHARMACEUTICALS INC NV 1.01,2.01,3.02,5.01,5.02,9.01 03/31/05 MERRILL LYNCH MORT INV TRUST MLMI Ser DE 8.01,9.01 03/25/05 Merrill Lynch Mortgage Investors Trus DE 8.01,9.01 03/25/05 METALICO INC 2.01,9.01 04/05/05 METROPCS INC 5.02 03/31/05 METROPCS INC 1.01 03/31/05 METROPCS INC 1.01,9.01 03/31/05 MGIC INVESTMENT CORP WI 1.01,1.02,2.03,8.01 03/31/05 MICRON TECHNOLOGY INC DE 1.01,5.02,9.01 04/03/05 MICROS SYSTEMS INC MD 4.01,9.01 03/31/05 MICROSOFT CORP WA 5.02 01/06/05 AMEND MICROTUNE INC DE 8.01,9.01 03/31/05 MIDDLEBY CORP DE 1.01,1.02,5.02,9.01 03/31/05 MIKROS SYSTEMS CORP DE 2.02 04/06/05 MILLENIA HOPE INC 4.01,9.01 03/13/05 MILLER HERMAN INC MI 8.01 04/06/05 MOBILE REACH INTERNATIONAL INC DE 3.02 02/16/05 MONSANTO CO /NEW/ DE 2.02,9.01 04/06/05 MORGAN STANLEY CAPITAL I INC HOME EQ NY 8.01,9.01 03/25/05 Morgan Stanley Mortgage Loan Trust 20 DE 8.01,9.01 03/25/05 MOTOROLA INC DE 2.02,9.01 04/06/05 MOUNTAINS WEST EXPLORATION INC NM 5.02,5.03,8.01,9.01 04/06/05 MPW INDUSTRIAL SERVICES GROUP INC OH 1.01,9.01 03/31/05 MS STRUCTURED SATURNS SERIES 2001-2 DE 8.01,9.01 04/01/05 MTI TECHNOLOGY CORP DE 1.01,1.02,2.05,5.02,9.01 03/31/05 NABI BIOPHARMACEUTICALS DE 2.02,9.01 04/05/05 NAPSTER INC DE 2.02,9.01 04/05/05 NARA BANCORP INC DE 3.01 04/05/05 NASH FINCH CO DE 2.01,9.01 03/31/05 NATIONAL FINANCIAL PARTNERS CORP 3.02,9.01 04/01/05 NATIONAL PENN BANCSHARES INC PA 8.01,9.01 03/29/05 NAUTILUS, INC. WA 1.01,5.02,9.01 02/28/05 AMEND NBC ACQUISITION CORP DE 4.02 03/24/05 AMEND NDCHEALTH CORP DE 2.02,9.01 04/06/05 NEBRASKA BOOK CO KS 4.02 03/24/05 AMEND NEW YORK COMMUNITY BANCORP INC DE 1.01,1.02,5.02,9.01 04/05/05 NEWFIELD EXPLORATION CO /DE/ DE 8.01 04/05/05 NEWPORT CORP NV 2.02,7.01,9.01 04/06/05 NEXSTAR BROADCASTING GROUP INC DE 1.01,2.03,9.01 04/01/05 NIC INC CO 7.01,9.01 04/05/05 NORDSON CORP OH 7.01,9.01 04/06/05 NORTH AMERICAN SCIENTIFIC INC 3.01 03/31/05 NORTHEAST UTILITIES MA 1.01 03/31/05 NORTHEAST UTILITIES MA 1.01,5.02 03/31/05 AMEND NYMAGIC INC NY 1.01,9.01 04/01/05 OBSIDIAN ENTERPRISES INC DE 1.01,9.01 04/05/05 OCA, INC. / DE / DE 1.01 04/01/05 OCCIDENTAL PETROLEUM CORP /DE/ DE 7.01,8.01 04/06/05 OCEAN BIO CHEM INC FL 3.02 04/04/05 OMEGA PROTEIN CORP NV 8.01,9.01 04/05/05 OMNICELL INC /CA/ CA 5.02 04/04/05 OPTELECOM INC DE 8.01 04/06/05 optionsXpress Holdings, Inc. DE 5.02 04/04/05 OSCIENT PHARMACEUTICALS CORP MA 8.01,9.01 04/06/05 OSCIENT PHARMACEUTICALS CORP MA 1.01,9.01 03/31/05 OSK CAPITAL II CORP NV 5.02,9.01 04/05/05 OSK CAPITAL III CORP NV 5.02,9.01 04/05/05 PAC-WEST TELECOMM INC 5.02 03/28/05 PACIFIC FINANCIAL CORP WA 7.01 04/05/05 PACIFICARE HEALTH SYSTEMS INC /DE/ DE 1.01,9.01 04/04/05 Park Place Securities, Inc., Asset-Ba 8.01,9.01 03/25/05 PEABODY ENERGY CORP DE 7.01,9.01 04/06/05 PEGASUS COMMUNICATIONS CORP / DE 3.01,9.01 04/06/05 PENNICHUCK CORP NH 1.01,9.01 03/31/05 PEOPLES OHIO FINANCIAL CORP OH 8.01 04/05/05 PHARMION CORP 1.01 03/31/05 PHOENIX COLOR CORP DE 2.02,9.01 04/06/05 PHONE1GLOBALWIDE INC DE 1.01 04/06/05 PINNACLE AIRLINES CORP DE 8.01,9.01 04/05/05 PIONEER NATURAL RESOURCES CO DE 7.01,9.01 04/05/05 PIONEER NATURAL RESOURCES CO DE 7.01,9.01 04/05/05 PLURISTEM LIFE SYSTEMS INC NV 3.02 03/23/05 POWER 3 MEDICAL PRODUCTS INC NY 1.01,2.03,9.01 04/05/05 PPL ENERGY SUPPLY LLC 1.01,2.03 04/06/05 PREFERRED VOICE INC DE 1.01,2.03,3.02,5.02,9.01 03/31/05 PRESIDION CORP FL 3.02,9.01 01/10/05 AMEND PRIDE INTERNATIONAL INC DE 7.01,9.01 04/06/05 PRIMEDIA INC DE 2.01,9.01 03/31/05 PRINCIPAL LIFE INSURANCE CO IA 9.01 04/01/05 PRINCIPAL LIFE INSURANCE CO IA 9.01 04/01/05 PRINCIPAL LIFE INSURANCE CO IA 9.01 04/01/05 ProUroCare Medical Inc. NV 1.01,2.03,9.01 04/06/05 PSF GROUP HOLDINGS INC NC 8.01,9.01 04/06/05 PUBLIC SERVICE ENTERPRISE GROUP INC NJ 8.01 04/05/05 PUBLIC STORAGE PROPERTIES IV LTD CA 2.01,9.01 03/31/05 PUBLIC STORAGE PROPERTIES V LTD CA 2.01,9.01 03/31/05 QUESTAR CORP UT 8.01 04/05/05 RADIANT SYSTEMS INC GA 1.01 03/31/05 RED ROBIN GOURMET BURGERS INC DE 2.02,8.01,9.01 04/06/05 REDDY ICE HOLDINGS INC DE 8.01,9.01 04/05/05 REFAC DE 1.01,9.01 04/01/05 REPUBLIC AIRWAYS HOLDINGS INC DE 1.01,2.03,9.01 03/31/05 RESIDENTIAL ASSET MORT PROD INC GMACM DE 8.01,9.01 03/25/05 RESIDENTIAL ASSET MORT PROD INC GMACM DE 8.01,9.01 03/25/05 RESPIRONICS INC DE 2.02,7.01 04/04/05 RESTORATION HARDWARE INC CA 1.01,5.02,8.01,9.01 03/31/05 RICHARDSON ELECTRONICS LTD/DE DE 7.01 04/05/05 RICKS CABARET INTERNATIONAL INC TX 2.01,9.01 03/31/05 RIVER VALLEY BANCORP IN 8.01,9.01 03/15/05 RIVOLI BANCORP INC GA 5.02 03/31/05 ROOMLINX INC NJ 5.02,7.01,9.01 04/01/05 ROUNDYS INC WI 2.01,9.01 03/31/05 RUSH FINANCIAL TECHNOLOGIES INC TX 7.01,9.01 04/05/05 S1 CORP /DE/ DE 5.02 04/05/05 SAFECO CORP WA 8.01,9.01 04/06/05 SALEM COMMUNICATIONS CORP /DE/ DE 2.01,9.01 04/06/05 SALEM COMMUNICATIONS CORP /DE/ DE 2.01,9.01 04/06/05 SALESFORCE COM INC DE 1.01 03/31/05 SALOMON SMITH BARNEY AAA ENERGY FUND 3.02 02/01/05 SALOMON SMITH BARNEY ORION FUTURES FU 3.02 02/01/05 SCHNITZER STEEL INDUSTRIES INC OR 2.02 04/06/05 SCHULMAN A INC DE 2.02,9.01 04/06/05 SCOTIA PACIFIC CO LLC DE 8.01 04/04/05 SECURITY CAPITAL CORP/DE/ DE 1.01,2.01,2.03,9.01 03/31/05 Seneca Gaming Corp XX 1.02,5.02,9.01 04/06/05 SENETEK PLC /ENG/ 5.02,8.01,9.01 04/01/05 SEPRACOR INC /DE/ DE 8.01 04/04/05 SEQUA CORP /DE/ DE 1.01,9.01 04/06/05 Sequoia HELOC Trust 2004-1 MD 8.01,9.01 03/21/05 Sequoia Mortgage Trust 2004-10 8.01,9.01 03/21/05 Sequoia Mortgage Trust 2004-11 8.01,9.01 03/21/05 SEQUOIA MORTGAGE TRUST 2004-12 8.01,9.01 03/21/05 Sequoia Mortgage Trust 2004-6 8.01,9.01 03/21/05 Sequoia Mortgage Trust 2004-7 8.01,9.01 03/21/05 Sequoia Mortgage Trust 2004-8 8.01,9.01 03/21/05 SEQUOIA MORTGAGE TRUST 2004-9 8.01,9.01 03/21/05 Sequoia Mortgage Trust 2005-1 8.01,9.01 03/21/05 Sequoia Mortgage Trust 2005-2 8.01,9.01 03/21/05 SEQUOIA RESIDENTIAL FUNDING INC 8.01,9.01 03/21/05 SEQUOIA RESIDENTIAL FUNDING INC 8.01,9.01 03/21/05 SEQUOIA RESIDENTIAL FUNDING INC 8.01,9.01 03/21/05 SEQUOIA RESIDENTIAL FUNDING INC 8.01,9.01 03/21/05 SEQUOIA RESIDENTIAL FUNDING INC 8.01,9.01 03/21/05 SEQUOIA RESIDENTIAL FUNDING INC 8.01,9.01 03/21/05 SHIRE PHARMACEUTICALS GROUP PLC 8.01,9.01 04/06/05 SHOPPING COM LTD NY 1.01,2.02,5.02,9.01 04/06/05 SI TECHNOLOGIES INC DE 1.01 04/01/05 SILVERADO GOLD MINES LTD A1 3.02 03/31/05 SLC STUDENT LOAN RECEIVABLES I INC DE 8.01,9.01 04/05/05 SMITH BARNEY POTOMAC FUTURES FUND LP 3.02 02/01/05 SMITH BARNEY WESTPORT FUTURES FUND LP 3.02 02/01/05 SMTC CORP DE 1.01,9.01 03/31/05 Solo Cup CO DE 1.01,9.01 03/31/05 SOLUTIA INC DE 7.01,9.01 04/06/05 SONIC AUTOMOTIVE INC DE 1.01 03/31/05 SOUTHERN MISSOURI BANCORP INC DE 2.06,9.01 03/31/05 SOUTHWEST WATER CO DE 1.01,1.02,2.03,9.01 03/31/05 SOUTHWESTERN ENERGY CO AR 7.01 04/05/05 SPIRIT FINANCE CORP 1.01,5.02,9.01 04/05/05 STEWART & STEVENSON SERVICES INC TX 1.01,5.02,5.03,9.01 04/06/05 STRATAGENE CORP DE 1.01 03/31/05 STRUCTURED ASSET SECURITIES CORP II 8.01,9.01 04/01/05 STRUCTURED ASSET SECURITIES CORP II 8.01,9.01 04/04/05 SUMTOTAL SYSTEMS INC DE 3.01,9.01 04/06/05 SUPERCONDUCTOR TECHNOLOGIES INC 3.01,9.01 04/04/05 SUSQUEHANNA MEDIA CO DE 2.02 04/06/05 SWISS MEDICA INC DE 1.01,2.01,9.01 03/31/05 TCC EQUIPMENT INCOME FUND CA 1.01,9.01 04/05/05 TECO ENERGY INC FL 8.01 04/01/05 TELEPHONE & DATA SYSTEMS INC /DE/ DE 1.01,9.01 03/31/05 TEMPORARY FINANCIAL SERVICES INC WA 8.01 04/05/05 TEMPUR PEDIC INTERNATIONAL INC DE 1.01,2.03 04/01/05 TENGTU INTERNATIONAL CORP DE 3.02,9.01 04/04/05 TEREX CORP DE 1.01,9.01 03/31/05 Texas Roadhouse, Inc. DE 5.02 03/31/05 TEXTAINER EQUIPMENT INCOME FUND II L CA 1.01,9.01 04/05/05 TEXTAINER EQUIPMENT INCOME FUND III L CA 1.01,9.01 04/05/05 TEXTAINER EQUIPMENT INCOME FUND IV L CA 1.01,9.01 04/05/05 TEXTAINER EQUIPMENT INCOME FUND V LP CA 1.01,9.01 04/05/05 TEXTAINER EQUIPMENT INCOME FUND VI LP CA 1.01,9.01 04/05/05 THERMOVIEW INDUSTRIES INC DE 1.01 03/31/05 TIVO INC DE 8.01 03/31/05 TOMS FOODS INC DE 1.03 04/06/05 TRAFFIX INC DE 8.01,9.01 04/06/05 TRANSATLANTIC HOLDINGS INC DE 5.02,9.01 04/04/05 TRANSAX INTERNATIONAL LTD CO 3.02,9.01 04/01/05 TRANSAX INTERNATIONAL LTD CO 2.02,9.01 04/06/05 TRANSMETA CORP DE 1.01 03/31/05 TRANSMETA CORP DE 1.01,5.02 03/31/05 TRANSMETA CORP DE 2.02,9.01 03/31/05 TRANSWITCH CORP /DE DE 4.01,9.01 04/01/05 TREDEGAR CORP VA 8.01,9.01 04/05/05 TRIARC COMPANIES INC DE 1.01 04/06/05 TRIDENT MICROSYSTEMS INC DE 2.01,9.01 03/31/05 TRIKON TECHNOLOGIES INC DE 1.01 03/31/05 UNIONBANCAL CORP CA 5.04,9.01 04/01/05 UNITED DOMINION REALTY TRUST INC MD 2.01,9.01 09/29/04 AMEND UNITED INDUSTRIAL CORP /DE/ DE 1.01,9.01 04/01/05 UNITED RETAIL GROUP INC/DE DE 8.01,9.01 04/05/05 UNITED STATES CELLULAR CORP DE 1.01,9.01 03/31/05 UNIVERSAL FOOD & BEVERAGE COMPNY NV 1.01,2.01,2.03,3.02,4.01,9.01 03/31/05 UNIVERSAL HEALTHCARE MANAGEMENT SYSTE FL 1.02 04/05/05 UNIVERSITY BANCORP INC /DE/ DE 8.01 12/31/04 UNIVISION COMMUNICATIONS INC DE 5.02 03/31/05 US AIRWAYS GROUP INC DE 8.01,9.01 04/05/05 US MEDSYS CORP CO 3.02,5.03,9.01 03/31/05 VAALCO ENERGY INC /DE/ DE 5.02,9.01 04/06/05 VALCOM, INC DE 5.02,9.01 03/31/05 VARSITY GROUP INC 7.01,9.01 04/06/05 VERSO TECHNOLOGIES INC MN 1.01,2.01,3.02,8.01,9.01 03/31/05 VIROPHARMA INC DE 2.03,3.02,9.01 04/05/05 VWR International, Inc. 7.01,9.01 04/06/05 WARP TECHNOLOGY HOLDINGS INC NV 7.01,9.01 04/05/05 WARWICK VALLEY TELEPHONE CO NY 3.01,8.01,9.01 04/06/05 WASHINGTON MUTUAL MORTGAGE SECURITIES DE 9.01 04/04/05 WASHINGTON MUTUAL MORTGAGE SECURITIES DE 9.01 04/04/05 WASHINGTON MUTUAL MORTGAGE SECURITIES DE 9.01 04/06/05 WATCHGUARD TECHNOLOGIES INC DE 1.01,9.01 03/30/05 WATERS INSTRUMENTS INC MN 4.01,9.01 03/31/05 WCA WASTE CORP 2.01,2.03,3.02,9.01 04/01/05 WD 40 CO DE 2.02,9.01 04/06/05 WEIDA COMMUNICATIONS, INC. NJ 8.01 03/30/05 WELLS REAL ESTATE FUND III L P GA 7.01,9.01 04/06/05 WELLS REAL ESTATE FUND IX LP GA 7.01,9.01 04/06/05 WELLS REAL ESTATE FUND V L P GA 7.01,9.01 04/06/05 WELLS REAL ESTATE FUND VI L P GA 7.01,9.01 04/06/05 WELLS REAL ESTATE FUND VII L P GA 7.01,9.01 04/06/05 WELLS REAL ESTATE FUND VIII LP GA 7.01,9.01 04/06/05 WELLS REAL ESTATE FUND XI L P GA 7.01,9.01 04/06/05 WELLS REAL ESTATE FUND XII LP GA 7.01,9.01 04/06/05 WENDYS INTERNATIONAL INC OH 7.01,9.01 04/06/05 WHOLE FOODS MARKET INC TX 8.01,9.01 04/05/05 WOLVERINE TUBE INC DE 7.01,9.01 04/04/05 WOLVERINE WORLD WIDE INC /DE/ MI 5.02,9.01 04/04/05 WPT ENTERPRISES INC 1.01,9.01 04/01/05 WRC MEDIA INC DE 7.01,9.01 04/05/05 AMEND YAK COMMUNICATIONS INC FL 1.01,4.01,8.01,9.01 03/31/05 YP CORP NV 7.01,9.01 04/06/05 YP CORP NV 1.01 03/31/05