SEC NEWS DIGEST Issue 2002-187 September 26, 2002 ENFORCEMENT PROCEEDINGS PUBLIC ADMINISTRATIVE PROCEEDINGS INSTITUTED AGAINST AND SIMULTANEOUSLY SETTLED WITH GARY SALTER On September 25, the Commission entered an Order Instituting Public Administrative Proceedings Pursuant to Section 15(b) of the Securities Exchange Act of 1934, Making Findings and Imposing Remedial Sanctions (Order) against Gary Salter of Boca Raton, Florida. The Commission simultaneously accepted Salter's Offer of Settlement wherein he agreed to the entry of an order barring him from participating in any offering of a penny stock. The Order alleges that from June 1993 through August 1999, Salter, a penny stock promoter, conspired to commit securities fraud, mail fraud and wire fraud by engaging in a fraudulent scheme to manipulate the market for the securities of certain penny stock issuers. On December 1, 2000, Salter plead guilty to one count of conspiracy and was sentenced to 55 months in prison. Salter was fined $1 million and ordered to pay $318,579 in restitution (U.S. v. Gary Salter, Case No. 99- 8110-001 CR-Hurley, S.D. Fla. 1999). (Rel. 34-46550; File No. 3-10899) SEC FILES SECOND CONTEMPT MOTION AGAINST ROC HATFIELD AND GLOBAL DIAMOND FUND, INC. The Commission announced that on April 10, 2002, it filed with the United States District Court for the Middle District of Florida, an Application for an Order to Show Cause why Roc Hatfield and Global Diamond Fund, Inc. (GDF) should not be held in civil contempt for failing to comply with the Court's Order of March 26, 2002, requiring them to file a sworn accounting. On March 26, 2002, the SEC filed its first motion for contempt and for other emergency relief against Hatfield and GDF for violating the Final Judgment of Permanent Injunction and Other Relief entered on September 8, 1995, in SEC v. Marada Global Corporation, et al., Case No. 94-CV- 1504-CIV-T-26MAP (M.D. Fla.). The Marada final judgment prohibited Hatfield from violating the penny stock, registration and antifraud provisions of the federal securities laws. The SEC alleged that from at least September 2001 through the filing of the first contempt motion, Hatfield and GDF (a private Florida corporation founded and operated by Hatfield in St. Petersburg, Florida) violated Sections 5(c) and 17(a) of the Securities Act of 1933 and the Marada final judgment by fraudulently offering unregistered securities in the form of nine-month 24% APR high yield secured notes. On April 25, 2002, the SEC amended its motion to also allege that Hatfield and GDF were in contempt of the Marada final judgment by violating Section 5(a) of the Securities Act and Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5 thereunder. On March 26, 2002, the Court entered an order freezing Hatfield and GDF's assets, an order prohibiting the destruction of documents and expediting discovery, and an order requiring Hatfield and GDF to provide, within 5 business days, a sworn accounting of all monies, among other relief. Neither Hatfield nor GDF filed their sworn accountings. The SEC requested that the Court find Hatfield and GDF in civil contempt and incarcerate Hatfield until he complied with the Court's Order. On April 19, 2002, Hatfield and GDF filed their sworn accountings. [SEC v. Marada Global Corporation, et al., Case No. 94-CV-1504, MDFL] (LR- 17747) SEC FILES THIRD CONTEMPT MOTION AGAINST ROC HATFIELD The Commission announced that on April 18, 2002, it filed with the United States District Court for the Middle District of Florida, an Application for an Order to Show Cause why Roc Hatfield should not be held in civil contempt for failing to comply with the Court's Order of March 26, 2002. That order, among other things, froze the assets of Hatfield and Global Diamond Fund, Inc. (GDF). The Application alleged that Hatfield, in direct contravention of a March 26, 2002 Order, transferred assets of GDF to an investor in GDF. On March 26, 2002, the SEC filed its first motion for contempt and for other emergency relief against Hatfield and GDF for violating the Final Judgment of Permanent Injunction and Other Relief entered on September 8, 1995, in SEC v. Marada Global Corporation, et al., Case No. 94-CV- 1504-CIV-T-26MAP (M.D. Fla.). The Marada final judgment prohibited Hatfield from violating the penny stock, registration and antifraud provisions of the federal securities laws in the future. The SEC alleged that from at least September 2001 through the filing of the first contempt motion, Hatfield and GDF (a private Florida corporation founded and operated by Hatfield in St. Petersburg, Florida) violated Sections 5(c) and 17(a) of the Securities Act of 1933 and the Marada final judgment by fraudulently offering unregistered securities in the form of nine-month 24% APR high yield secured notes. On April 25, 2002, the SEC amended its motion to also allege that Hatfield and GDF were in contempt of the Marada final judgment by violating Section 5(a) of the Securities Act and Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5 thereunder. On March 26, 2002, the Court entered an order freezing Hatfield and GDF's assets. Hatfield, in direct contravention of the Order, transferred assets (diamonds) of GDF to an investor in GDF. On April 26, 2002, the Court held a hearing to decide the SEC's request for an order holding Hatfield in civil contempt and other relief. The Court made findings of fact and conclusions of law on the record during the contempt hearing. Those findings were adopted and incorporated in a May 6, 2002 Order. The Court found that Hatfield and GDF were in contempt and ordered the investor to turn over the diamonds so they may be appraised, at Hatfield's expense. Upon receipt of the appraisal, the investor would have three business days to elect to keep the diamonds or request reimbursement of the monies he invested in GDF from Hatfield. The Court also imposed a penalty of $5,000 on Hatfield and GDF each for any future violations and awarded the SEC reasonable attorney's fees and costs. [SEC v. Marada Global Corporation, et al., Case No. 94-CV-1504, MDFL] (LR-17748) SEC FILES CONTEMPT ACTION AGAINST RICHARD ONORATO The Commission announced that on August 29, 2002, it filed with the United States District Court for the Southern District of Florida, a Motion for an Order to Show Cause why Defendant Richard Onorato should not be held in civil contempt for failing to comply with the Court's repatriation orders of April 15, 2002, April 29, 2002 and May 20, 2002. The Receiver joined in this motion. On April 15, 2002, the SEC filed its complaint against The Gaming Factory, Inc., a Panamanian corporation, The Gaming Factory, Inc., a Florida corporation, (collectively TGF), Onorato, TGF's president, and Victor Selenow, a TGF sales representative, in connection with an alleged fraudulent unregistered offering. The SEC alleged that Onorato and others had been offering and selling securities in an unregistered offering from TGF's offices located in West Palm Beach, Florida. Moreover, the complaint alleged that, unbeknownst to investors, TGF and Onorato paid its sales representatives commissions ranging from 13% to 18% of the money raised. The SEC further alleged that TGF, Onorato and Selenow, among other things, misled the public about TGF's licenses with the Panamanian government, the safety and security of the investment, and TGF's current profitability. Among other things, the SEC charged Onorato with violations of 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. On April 15, 2002, the Court granted the SEC's request for a Temporary Restraining Order (TRO), and other interim relief. The TRO provided, among other things that Onorato repatriate assets. The Court also entered an order appointing a Receiver over TGF. On April 29, 2002, the Court entered an Order of Preliminary Injunction (PI) and other Relief against Onorato, pursuant to his consent. The PI ordered Onorato to comply with the repatriation provision contained in the TRO. On May 2, 2002, the Receiver filed a Motion for Order Directing Repatriation of Assets from Onorato since Onorato had ignored the Receiver's request for assistance in repatriating TGF assets located in Costa Rica. On May 20, 2002, the Court entered an Order directing Onorato to repatriate all assets of TGF to the custody of the Receiver. To date, Onorato has not complied with the Court's repatriation orders. The motion is still pending before the Court. [SEC v. The Gaming Factory Inc., et al., Case No. 02-80331-CIV-MIDDLEBROOKS, SDFL] (LR-17749) MARLEN JOHNSON HELD IN CONTEMPT AND WARRANT ISSUED FOR HIS ARREST IN CONNECTION WITH VIOLATIONS OF AN AGREED FINAL JUDGMENT On September 24, defendant Marlen V. Johnson was held in contempt and ordered arrested and incarcerated in connection with violations of the terms of an Agreed Final Judgment entered on April 7, 1996. (SEC v. Jeffrey C. Hays, Marlen V. Johnson, and James M. Nilsson, USDC/NDTX [Dallas Division], Civil Action No. 3:02-CV-0250-G) The final judgment, entered in a matter charging Johnson with masterminding a stock- manipulation scheme, barred Johnson from acting as an officer or director of any issuer that has a class of securities registered pursuant to Section 12 or that is required to file reports pursuant to Section 15(d) of the Securities Exchange Act of 1934 (15 U.S.C. 78l and 78o(d)). The judgment also permanently enjoined Johnson from, among other things, future violations of the antifraud and reporting provisions of the Exchange Act, specifically Sections 10(b) and 13(a) and Rules 10b-5, 13a-1, and 13a-13 thereunder (15 U.S.C. 78j(b), 78m(a) and 17 C.F.R. 240.10b-5, 240.13a-1 and 240.13a-13). Johnson was found to have violated the final judgment from at least October 19, 2001, to the present by acting as an officer and director of a company having securities registered pursuant to Section 12 or that are required to file reports pursuant to Section 15(d) of the Exchange Act. Johnson was also found to have violated the antifraud and reporting provisions of the final judgment by causing reports to be filed with the Commission that omitted to disclose that Johnson, while acting as president, secretary and a director of the company, was nonetheless subject to the final judgment barring him from acting as an officer or director. Moreover, Johnson failed to disclose any portion of the 1996 final judgment against him. At the request of the Commission, the Court ordered coercive sanctions against Johnson to compel him to comply with the terms of the final judgment. Specifically, a bench warrant was issued requiring the arrest and incarceration of Johnson and he was ordered the assessment of daily fines beginning at $4,000 and doubling each day, with a maximum daily fine of $128,000, until Johnson is in compliance with the final judgment. The Court also ordered that Johnson would be liable for an additional $100,000 fine if he signed, as a purported officer or director, any future documents filed with the Commission. Finally, the Court required Johnson to pay the Commission attorneys fees for the time expended in seeking to enforce Johnson's compliance with the final judgment. In addition to awarding sanctions for contempt, the Court found that Johnson's failure to disclose the officer-and-director bar or any information about the 1996 final judgment in Commission filings constituted fresh violations of the antifraud and reporting provisions of the Exchange Act. In connection with these new violations, the Court imposed on Johnson a third-tier civil penalty of $120,000 pursuant to Section 21(d)(3) of the Exchange Act (15 U.S.C. 78t(d)(3)). [SEC v. Jeffrey C. Hays, Marlen V. Johnson, and James M. Nilsson, USDC/NDTX/Dallas Division, Civil Action No. 3:95-CV-0250-G, N.D. TX (Dallas Division)] (LR-17750) COMMISSION FILES CONTEMPT ACTION AGAINST DEFENDANTS ACCUSED OF FRAUDULENT PAYDAY ADVANCE SCHEME The Commission announced that on June 24, 2002, it filed, with the United States District Court for the Southern District of Florida, an Application for an Order to Show Cause why Defendants Starcash, Inc., Infinity Consulting Services, Inc., Jean B. Leclercq, Kip Marsique, Frederick J. Shapiro (the Starcash defendants) and non-parties Starcash Online, Inc. (Online) and Larry Quick (Quick) should not be held in contempt of Court for continuing to solicit and make false statements to investors in Starcash in violation of the federal securities laws and Court orders. Separately, on June 17, 2002, the SEC and the Court-appointed Receiver Kenneth A. Welt filed, with the United States District Court for the Southern District of Florida, an Application for an Order to Show Cause why the Starcash defendants should not be held in contempt for failure to comply with the Court's Orders. The application alleged that the Starcash defendants failed to provide a sworn accounting, failed to respond to interrogatories, and failed to produce documents in accordance with a Court Order entered on May 17, 2002. In its complaint filed on May 16, 2002, the SEC alleged that Starcash, based in Boca Raton, and Ft. Lauderdale, Florida, conducted a fraudulent unregistered offering to raise investor funds for the purported purpose of funding payday advances in the form of short term loans. The SEC alleged that between October 2001 and May 2002, the Starcash defendants raised more than $6 million from investors nationwide through a network of boiler rooms to allegedly fund short-term payday loans. According to the SEC's complaint, the Starcash defendants falsely represented that investor funds would be used to fund advance payday loans, and that the investments were virtually risk free and were secured by the purported loans. In fact, Starcash paid exorbitant commissions to the boiler rooms from investor monies, and the loans were unsafe and grossly undersecured. In addition, the complaint alleged that Starcash made baseless predictions to investors that its payday advance business could generate up to $80 million in revenue a year. On May 17, 2002, the Court entered an Order Granting Ex Parte Motion for Asset Freeze and Other Emergency Relief against the Starcash defendants and Relief defendants Starcash Consulting, Inc., Starcash Industries, Inc. and Starcash Media, Inc. (Relief defendants). On May 28, 2002, the Court entered an Order Granting Motion for Preliminary Injunction of Asset Freeze as to the Starcash defendants and Relief defendants, by their consent, without admitting or denying the charges. The Court's Orders required the Starcash defendants to immediately provide the Court and the SEC with a sworn accounting of all monies received from Starcash, Infinity and the Relief defendants, as well as answer interrogatories and produce documents. The Orders also require the Starcash defendants to repatriate any offshore monies and to provide the SEC and the Court with a written description of any repatriated funds. [SEC v. Starcash, et al., Case No. Case No. 02 80456-CIV- MIDDLEBROOKS/VITUNAC, SDFL] (LR-17751) COMMISSION FILES FINANCIAL FRAUD ACTION AGAINST BARRY BUDILOV AND RAYMOND GREEN The Commission today filed a complaint in the United States District Court for the Eastern District of Pennsylvania against Barry M. Budilov, of Lafayette Hill, Pennsylvania, and Raymond J. Green, of Springfield, Pennsylvania. Budilov is the former president, director, and chief executive officer of Ambassador Eyewear Group, Inc. (Ambassador), a now defunct eyeglass frame distributor whose stock was traded on the Chicago Stock Exchange. Green is the former treasurer and principal financial accounting officer of Ambassador. The Commission's complaint alleges that, from at least 1997 through at least December 1998, Budilov and Green engaged in a fraudulent scheme to artificially inflate Ambassador's assets, income and retained earnings. As a result of the scheme, Ambassador falsely claimed, in a registration statement, annual and quarterly reports filed with the Commission and in press releases, that it was profitable when, in fact, the company had incurred substantial losses. In addition, Ambassador overstated its assets by as much as 35 percent. The complaint alleges that, as part of the scheme, Budilov and Green falsified Ambassador's books and records related to income, expense, accounts receivable, retained earnings, and inventory, and lied to Ambassador's auditors. The complaint further alleges that, after others began suspecting the fraud, Budilov attempted to conceal his involvement by destroying evidence, causing others to destroy evidence, and persuading others to accept responsibility for the fraud. The complaint charges Budilov and Green with violations of Section 17(a) of the Securities Act of 1933, and 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. The complaint further charges both defendants with aiding and abetting Ambassador's 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. The complaint seeks permanent injunctions, disgorgement and civil penalties, and an officer and director bar against Budilov and Green. [SEC v. Barry M. Budilov, et al., Civil Action No. 02-7479, E.D.Pa.] (LR-17752; AAE Rel. 1634) SELF-REGULATORY ORGANIZATIONS APPROVAL OF PROPOSED RULE CHANGE The Commission approved a proposed rule change (SR-NASD-2002-110) filed by the National Association of Securities Dealers to establish a new registration category for proctors of in-firm delivery of the Regulatory Element of the Continuing Education requirements. Publication of the order in the Federal Register is expected during the week of September 30. (Rel. 34-46540) PROPOSED RULE CHANGE The Nasdaq Liffe Markets, LLC filed a proposed rule change (SR-NQLX-2002- 01) relating to NQLX's customer margin requirements for security futures. Publication of the proposal is expected in the Federal Register during the week of September 30. (Rel. 34-46548) DELISTING GRANTED An order has been issued granting the application of the Pacific Exchange to strike from listing and registration call and put option contracts issued by The Options Clearing Corporation with respect to certain underlying securities, effective at the opening of business on September 26, 2002. (Rel. 34-46552) 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-1 AMERICAN SAFETY INSURANCE GROUP LTD, 1845 THE EXCHANGE, ATLANTA, GA, 30339, 4412955688 - 0 ($17,250,000.00) Debt Convertible into Equity, (File 333-100065 - Sep. 25) (BR. 01) S-8 ABCI HOLDINGS INC, 5897 OBERLIN DRIVE, SUITE 210, SAN DIEGO, CA, 92121, 7604348486 - 500,000 ($200,000.00) Equity, (File 333-100066 - Sep. 25) (BR. 08) S-4 ACTIVCARD CORP, 6623 DUMBARTON CIRCLE, FREMONT, CA, 94555, 5105710100 - 42,500,000 ($261,950,759.36) Equity, (File 333-100067 - Sep. 25) (BR. 02) S-3 ALLSTATE LIFE INSURANCE CO, 3075 SANDERS RD, SUITE G4A, NORTHBROOK, IL, 60062, 8474025000 - 0 ($250,000,000.00) Other, (File 333-100068 - Sep. 25) (BR. 20) S-3 ACTION PRODUCTS INTERNATIONAL INC, 344 CYPRESS RD, OCALA, FL, 34472-3108, 3526872202 - 441,000 ($649,670.00) Equity, (File 333-100076 - Sep. 25) (BR. 05) S-8 GENETRONICS BIOMEDICAL CORP, 11199 SORRENTO VALLEY RD, SAN DIEGO, CA, 92121, 6195976006 - 2,600,000 ($390,000.00) Equity, (File 333-100077 - Sep. 25) (BR. 36) S-8 UNITED SECURITY BANCSHARES, 1525 E SHAW AVENUE, FRESO, CA, 93710, 0 ($1,765,000.00) Equity, (File 333-100078 - Sep. 25) (BR. 07) S-8 ABERCROMBIE & FITCH CO /DE/, FOUR LIMITED PARKWAY EAST, REYNOLDSBURG, OH, 43068, 6145776500 - 0 ($127,949,399.00) Equity, (File 333-100079 - Sep. 25) (BR. 02) S-3 P COM INC, 3175 S WINCHESTER BLVD, CAMPBELL, CA, 95008, 4088663666 - 0 ($147,000.00) Equity, (File 333-100080 - Sep. 25) (BR. 37) S-8 UNITED COMMUNITY FINANCIAL CORP, 275 FEDERAL PLAZA WEST, YOUNGSTOWN, OH, 44503-1203, 3307420500 - 700,000 ($6,041,000.00) Equity, (File 333-100081 - Sep. 25) (BR. 07) SB-2 NICOLET BANKSHARES INC, 920 430 1400 - 100,000 ($1,250,000.00) Equity, (File 333-100082 - Sep. 25) (BR. 07) S-8 SIRIUS SATELLITE RADIO INC, 1221 AVENUE OF THE AMERICAS, 36TH FLOOR, NEW YORK, NY, 10020, 2128995000 - 300,000 ($381,000.00) Equity, (File 333-100083 - Sep. 25) (BR. 37) N-2 EATON VANCE INSURED MUNICIPAL BOND FUND, THE EATON VANCE BLDG, 255 STATE ST, BOSTON, MA, 02109, 23,100 ($577,500,000.00) Equity, (File 333-100085 - Sep. 25) (BR. 16) N-2 EATON VANCE INSURED NEW YORK MUNICIPAL BOND FUND, EATON VANCE BLDG, 255 STATE ST, BOSTON, MA, 02109, 5,600 ($140,000,000.00) Equity, (File 333-100086 - Sep. 25) (BR. 16) S-11 ME PORTFOLIO MANAGEMENT LTD, LEVEL 23 360 COLLINS STREET, MELBOURNE VIC, C3, 00000, 0 ($1,000,000.00) Equity, (File 333-100087 - Sep. 25) (BR. ) S-8 NETSCREEN TECHNOLOGIES INC, 350 OAKMEAD PARKWAY, SUNNYVALE, CA, 94085, (408) 730-6000 - 0 ($3,816,755.00) Equity, (File 333-100088 - Sep. 25) (BR. 01) N-2 EATON VANCE INSURED CALIFORNIA MUNICIPAL BOND FUND, EATON VANCE BLDG, 255 STATE ST, BOSTON, MA, 02109, 7,700 ($192,500,000.00) Equity, (File 333-100089 - Sep. 25) (BR. 16) S-4 MIDWEST BANC HOLDINGS INC, 501 W NORTH AVE, MELROSE PARK, IL, 60160, 7088651053 - 0 ($31,057,184.00) Equity, (File 333-100090 - Sep. 25) (BR. 07) N-2 GABELLI CONVERTIBLE SECURITIES FUND INC /DE, ONE CORPORATE CENTER, RYE, NY, 10580, 2123098408 - 100,000 ($1,005,000.00) Non-Convertible Debt, (File 333-100091 - Sep. 25) (BR. 22) S-8 MIPS TECHNOLOGIES INC, 1225 CHARLESTON ROAD, MOUNTAIN VIEW, CA, 94043-1353, 6505675000 - 1,764,493 ($2,505,580.06) Equity, (File 333-100092 - Sep. 25) (BR. 36) S-8 SHARPS COMPLIANCE CORP, 9050 KIRBY DRIVE, STE 350, HOUSTON, TX, 77054, 713-432-0300 - 0 ($1,450,000.00) Equity, (File 333-100093 - Sep. 25) (BR. 36) S-8 MATTSON TECHNOLOGY INC, 2800 BAYVIEW DR, FREMONT, CA, 94538, 5106575900 - 0 ($3,192,000.00) Equity, (File 333-100094 - Sep. 25) (BR. 36) S-4 BANKNORTH GROUP INC/ME, ONE PORTLAND SQ, P O BOX 9540, PORTLAND, ME, 04112, 2077618500 - 0 ($447,045,662.00) Equity, (File 333-100095 - Sep. 25) (BR. 07) S-8 BRANDAID MARKETING CORP, 1715 STICKNEY POINT ROAD, SUITE A-12, SARASOTA, FL, 34231, 9419536168 - 300,000 ($342,000.00) Equity, (File 333-100096 - Sep. 25) (BR. 36) S-8 ACTIVISION INC /NY, 3100 OCEAN PARK BLVD, STE 1000, SANTA MONICA, CA, 90405, 3102552000 - 500,000 ($12,315,000.00) Equity, (File 333-100097 - Sep. 25) (BR. 03) SB-2 HYDROFLO INC, 3721 JUNCTION BLVD, RALEIGH, NC, 27603, 9197729925 - 2,273,550 ($4,547,100.00) Equity, (File 333-100099 - Sep. 25) (BR. ) RECENT 8K FILINGS Form 8-K is used by companies to file current reports on the following events: Item 1. Changes in Control of Registrant. Item 2. Acquisition or Disposition of Assets. Item 3. Bankruptcy or Receivership. Item 4. Changes in Registrant's Certifying Accountant. Item 5. Other Materially Important Events. Item 6. Resignations of Registrant's Directors. Item 7. Financial Statements and Exhibits. Item 8. Change in Fiscal Year. Item 9. Regulation FD Disclosure. The following companies have filed 8-K reports for the date indicated and/or amendments to 8-K reports previously filed, responding to the item(s) of the form specified. 8-K reports may be obtained in person or by writing to the Commission's Public Reference Branch at 450 Fifth Street, N.W., Washington, D.C. 20549 or at the following e-mail box address: . In most cases, this information is also available on the Commission's website: . STATE 8K ITEM NO. NAME OF ISSUER CODE 1 2 3 4 5 6 7 8 9 DATE COMMENT ------------------------------------------------------------------------------------ ABN AMRO MORTGAGE CORP SERIES 1999-1 DE X 09/01/02 ABN AMRO MORTGAGE CORP SERIES 1999-3 DE X 09/01/02 ABN AMRO MORTGAGE CORP SERIES 1999-4 DE X 09/01/02 ABN AMRO MORTGAGE CORP SERIES 1999-5 DE X 09/01/02 ABN AMRO MORTGAGE CORP SERIES 1999-6 DE X 09/01/02 ABN AMRO MORTGAGE CORP SERIES 1999-7 DE X 09/01/02 ABN AMRO MORTGAGE CORP SERIES 1999-8 DE X 09/01/02 ABN AMRO MORTGAGE CORP SERIES 2000-3 DE X 09/01/02 ABN AMRO MORTGAGE CORP SERIES 2001-3 DE X 09/01/02 ABN AMRO MORTGAGE CORP SERIES 2001-6 DE X 09/01/02 ABN AMRO MORTGAGE CORP SERIES 2001-8 DE X 09/01/02 ABN AMRO MORTGAGE CORP SERIES 2002-1 DE X 09/01/02 ABN AMRO MORTGAGE CORP SERIES 2002-1A DE X 09/01/02 ABN AMRO MORTGAGE CORP SERIES 2002-2 DE X 09/01/02 ABN AMRO MORTGAGE CORP SERIES 2002-3 DE X 09/01/02 ABN AMRO MORTGAGE CORP SERIES 2002-4 DE X 09/01/02 ABN AMRO MORTGAGE CORP SERIES 2002-5 IL X 09/01/02 ABN AMRO MORTGAGE CORP SERIES 2002-7 DE X 09/01/02 ADELPHIA BUSINESS SOLUTIONS INC DE X X 06/14/02 AMEND ADEPT TECHNOLOGY INC DE X 09/24/02 ADEPT TECHNOLOGY INC DE X 09/25/02 AES IRONWOOD LLC DE X X 09/20/02 ALLERGAN INC DE X X 09/23/02 AMERICA FIRST REAL ESTATE INVESTMENT DE X 09/30/02 AMERICAN FINANCIAL HOLDINGS INC DE X 09/24/02 AMERICAN HEALTHWAYS INC DE X 09/24/02 ARCH CAPITAL GROUP LTD DE X X 09/19/02 ASSET BACKED FUNDING CORP DE X X 09/24/02 AUTOZONE INC NV X X 09/25/02 AVATAR SYSTEMS INC TX X X 09/20/02 AVIX TECHNOLOGIES INC NV X 09/24/02 BANC ONE HELOC 1999-1 OH X X 09/20/02 BANC ONE HELOC TRUST 1998-1 OH X X 09/20/02 BANK OF AMERICA MORTGAGE SECURITIES I DE X X 09/24/02 BANK OF AMERICA MORTGAGE SECURITIES I DE X X 09/24/02 BANYAN STRATEGIC REALTY TRUST MA X X 09/25/02 BAY VIEW SECURITIZATION CORP DE X X 09/24/02 BEAR STEARNS MORT SEC INC COM MORT PA NY X X 09/16/02 BEAR STEARNS MORT SEC INC COMM MORT P NY X X 09/16/02 BLACK WARRIOR WIRELINE CORP DE X X 09/18/02 BRANDPARTNERS GROUP INC DE X X 09/24/02 BUCKHEAD AMERICA CORP DE X 09/13/02 C COR NET CORP PA X 09/16/02 CAREER WORTH INC NV X X 09/10/02 CENDANT CORP DE X X 09/25/02 CENTRAL GARDEN & PET COMPANY DE X 08/30/02 CHARLES RIVER LABORATORIES INC X 09/19/02 CHARLES RIVER LABORATORIES INTERNATIO X 09/19/02 CLAYTON HOMES INC DE X 09/25/02 CLEAN HARBORS INC MA X X 09/10/02 CLEARONE COMMUNICATIONS INC UT X 09/24/02 COMMONWEALTH ENERGY CORP X X 09/25/02 CREDIT SUISSE FIRST BOSTON MORTGAGE S DE X X 09/24/02 CSFB COMMERCIAL MORTGAGE BACKED PASS X X 09/17/02 CSFB MORT SEC CORP COMM MORT PAS THR DE X X 09/17/02 CWABS INC DE X X 09/23/02 CWABS INC DE X X 09/25/02 CYBER TENNIS INC X X 09/23/02 CYBER WRESTLING INC NV X X 09/23/02 CYBERWHOLESALE INC NV X X 09/23/02 DAIMLERCHRYSLER AUTO TRUST 2002 A MI X X 09/24/02 DAIMLERCHRYSLER AUTO TRUST 2002 A MI X X 08/15/02 DAIMLERCHRYSLER AUTO TRUST 2002-B X X 09/24/02 DENDREON CORP DE X X 09/18/02 DIALYSIS CORP OF AMERICA FL X X 09/24/02 DRS TECHNOLOGIES INC DE X 07/15/02 AMEND DYNEGY HOLDINGS INC DE X X 09/24/02 DYNEGY INC /IL/ IL X X 09/24/02 EL PASO CORP/DE DE X X 09/25/02 EL PASO NATURAL GAS CO DE X X 09/25/02 ENERGY WEST INC MT X X 09/25/02 ENVIROKARE TECH INC NV X X 09/25/02 EXEGENICS INC DE X X 09/19/02 FIRST AMERICAN CAPITAL CORP /KS KS X 09/30/02 FIRST FINANCIAL BANCORP /OH/ OH X 09/25/02 FIRST SOUTHERN BANCSHARES INC/DE DE X X 09/20/02 FIRST UNION COMM MORT TRUST COMM MOR NY X X 09/17/02 FIRST UNION COMM MORT TRUST COMM MOR NY X X 09/17/02 FIRST UNION NATIONAL BANK COM MORT PA NC X X 09/13/02 FLEMING COMPANIES INC /OK/ OK X 09/24/02 FOSTER WHEELER LTD D0 X X 09/13/02 FRANKLIN RECEIVABLES LLC DE X X 08/31/02 FREEPORT MCMORAN COPPER & GOLD INC DE X 09/25/02 FREESTAR TECHNOLOGIES NV X X 09/10/02 FULLER H B CO MN X X X 09/24/02 GENERAL MOTORS CORP DE X 09/25/02 GENUS INC CA X 09/25/02 GLOBAL ENTERTAINMENT HOLDINGS/EQUITIE CO X 07/15/02 GMAC COMMERCIAL MORTGAGE SEC INC MRT X X 09/16/02 GS MORTGAGE SECURITIES CORP DE X X 09/24/02 HCA INC/TN DE X X 09/18/02 HEARTLAND PARTNERS L P DE X 09/25/02 HOLLY CORP DE X 09/20/02 HOLLY CORP DE X 09/24/02 HONDA AUTO RECEIVABLES 2000-1 OWNER T DE X X 08/31/02 HONDA AUTO RECEIVABLES 2001-1 OWNER T DE X X 08/31/02 HONDA AUTO RECEIVABLES 2001-3 OWNER T CA X X 08/31/02 HONDA AUTO RECEIVABLES 2002-1 OWNER T CA X X 08/31/02 HONDA AUTO RECEIVABLES 2002-2 OWNER T CA X X 08/31/02 HONDA AUTO RECEIVABLES 2002-3 OWNER T CA X X 08/31/02 HTE INC FL X X 09/24/02 HUGHES ELECTRONICS CORP DE X 09/25/02 HUMPHREY HOSPITALITY TRUST INC VA X X 09/25/02 HYPERTENSION DIAGNOSTICS INC /MN MN X X 09/25/02 IBASIS INC DE X X 07/15/02 AMEND IMMTECH INTERNATIONAL INC DE X X 09/25/02 INCARA PHARMACEUTICALS CORP DE X X 09/24/02 ISTA PHARMACEUTICALS INC CA X X 09/19/02 J BIRD MUSIC GROUP LTD PA X 06/28/02 KANSAS CITY SOUTHERN DE X X 08/25/02 KEARNS DEVELOPMENT CORP NV X X 09/23/02 KENNAMETAL INC PA X X 09/25/02 KLA TENCOR CORP DE X X 09/25/02 KROLL INC DE X X 09/05/02 AMEND LEADING EDGE EARTH PRODUCTS INC X 09/25/02 LEE SARA CORP MD X X 09/25/02 LORAL SPACE & COMMUNICATIONS LTD D0 X X 09/25/02 M&I AUTO LOAN TRUST 2001-1 DE X 09/20/02 MARTIN INDUSTRIES INC /DE/ DE X X 09/24/02 MAXIM INTEGRATED PRODUCTS INC DE X 09/25/02 MEASUREMENT SPECIALTIES INC NJ X X 09/25/02 MEDAREX INC NJ X X 09/24/02 MERGE TECHNOLOGIES INC WI X 09/25/02 MICHAEL FOODS INC /MN MN X X 09/25/02 AMEND MM COMPANIES INC DE X X 09/18/02 MONMOUTH CAPITAL CORP NJ X 09/18/02 MORGAN STANLEY DEAN WITTER CAP I INC DE X X 09/16/02 NCO GROUP INC PA X X 08/06/02 AMEND NEW WORLD PASTA CO DE X 09/18/02 OASIS ENTERTAINMENTS FOURTH MOVIE PRO NV X 09/25/02 OMNISKY CORP X X 09/20/02 ONEOK INC /NEW/ OK X X 09/23/02 ONYX ACCEPTANCE OWNER TRUST 2002-B DE X 08/31/02 ONYX ACCEPTANCE OWNER TRUST 2002-C DE X 08/31/02 OUTLOOK GROUP CORP WI X 09/24/02 PATH 1 NETWORK TECHNOLOGIES INC X X 09/25/02 PENNEXX FOODS INC PA X X 09/25/02 PERFORMANCE TECHNOLOGIES INC \DE\ DE X 09/23/02 PILLOWTEX CORP TX X X 09/24/02 PINNACLE HOLDINGS INC DE X X 07/30/02 AMEND POCKETSPEC TECHNOLOGIES INC CO X 09/25/02 PRG SCHULTZ INTERNATIONAL INC GA X X 09/20/02 RADIOLOGIX INC DE X X 09/24/02 RECOM MANAGED SYSTEMS INC DE/ DE X X X X 09/12/02 RENAISSANCE LEARNING INC WI X X 09/25/02 RESCON TECHNOLOGY CORP WY X X X 07/12/02 AMEND RESIDENTIAL ACCREDIT LOANS INC DE X X 09/25/02 RESIDENTIAL ASSET SECURITIES CORP DE X X 09/24/02 RESIDENTIAL ASSET SECURITIES CORP DE X X 09/25/02 RESIDENTIAL FUNDING MORTGAGE SECURITI DE X X 09/25/02 RHOMBIC CORP NV X X X X 09/23/02 RURBAN FINANCIAL CORP OH X X 09/18/02 SANCHEZ COMPUTER ASSOCIATES INC PA X 07/02/02 AMEND SCIENTIFIC ATLANTA INC GA X 09/24/02 SEPRACOR INC /DE/ DE X X 09/24/02 SIRENZA MICRODEVICES INC DE X X 09/11/02 ST MARY LAND & EXPLORATION CO DE X X 09/30/02 STANCORP FINANCIAL GROUP INC OR X X 09/25/02 STEAKHOUSE PARTNERS INC DE X 08/30/02 STEWART ENTERPRISES INC LA X 09/25/02 STRUCTURED ASSET SEC CORP MOR PASS TH DE X 09/01/02 STRUCTURED ASSET SEC CORP MORT PASS T DE X 09/01/02 SYCONET COM INC DE X X X 09/13/02 TECO ENERGY INC FL X X 09/23/02 TELCO BLUE INC DE X X X 09/10/02 TESORO PETROLEUM CORP /NEW/ DE X X 09/24/02 TOWER BANCORP INC PA X 09/25/02 TRANSKARYOTIC THERAPIES INC DE X 09/20/02 TRANSMERIDIAN EXPLORATION INC DE X X 05/15/02 AMEND TRUSTCO BANK CORP N Y NY X 09/25/02 TTTTICKETS HOLDING CORP DE X 03/13/02 AMEND UNION BANKSHARES LTD DE X X 09/25/02 UNITED FINANCIAL HOLDINGS INC DE X 09/25/02 UNITREND INC OH X 09/24/02 UNIVERSAL BROADBAND COMMUNICATIONS IN NV X X 09/20/02 UNIVERSAL CORP /VA/ VA X 09/24/02 UNOCAL CORP DE X 09/25/02 US MICROBICS INC CO X X 09/30/02 US MICROBICS INC CO X X 09/30/02 USA INTERACTIVE DE X 09/24/02 VALESC INC DE X 09/24/02 VALUE CITY DEPARTMENT STORES INC /OH OH X X 09/24/02 VIRAL GENETICS INC /DE/ DE X X 07/24/02 AMEND W R GRACE & CO DE X 09/23/02 WACHOVIA ASSET SECURITIZATION INC NC X X 09/25/02 WASHINGTON MUTUAL MORTGAGE SECURITIES DE X 09/20/02 WYNDHAM INTERNATIONAL INC DE X X 09/22/02 YSEEK INC FL X X 09/10/02 AMEND