SEC NEWS DIGEST Issue 2003-118 June 20, 2003 RULES AND RELATED MATTERS LIST OF FOREIGN ISSUERS THAT HAVE SUBMITTED INFORMATION UNDER THE EXEMPTION RELATING TO CERTAIN FOREIGN SECURITIES On June 19, the Commission issued a release that lists foreign companies that claim the exemption under Exchange Act Rule 12g3-2(b). That rule provides an exemption from registration under Section 12(g) of the Securities Exchange Act of 1934 with respect to a foreign private issuer that submits to the Commission, on a current basis, the material required by the Rule. The purpose of this release is to call to the attention of brokers, dealers and investors, that some form of relatively current information concerning the issuers included in this list is available in the Commission's public files. This list appears on the SEC's Web site. For further information, please contact Nina Mojiri-Azad, Office of International Corporate Finance, Division of Corporation Finance, at (202) 942-2990. (Rel. 34-48063; International Series Rel. 1269) ENFORCEMENT PROCEEDINGS FORMER MCA CONTROLLER, PREVIOUSLY SUED BY SEC FOR INVOLVEMENT IN MCA FINANCIAL AND OFFERING FRAUD, SENTENCED TO PRISON TERM AND RESTITUTION The Commission announced that on June 18 the Honorable Judge John Feikens of the U.S. District Court for the Eastern District of Michigan sentenced Alexander Ajemian, former Controller of MCA Financial Corporation (MCA), to 37 months in prison for his involvement in a fraudulent scheme perpetrated by MCA. Judge Feikens also ordered Ajemian to pay $256 million in restitution. Previously, on Aug. 28, 2001, Ajemian pled guilty to one count of mail fraud and one count of making false statements to the Commission. Ajemian and six other MCA executives and employees (defendants) are the subjects of a pending civil injunctive action filed by the Commission on April 23, 2002, in the U.S. District Court for the Eastern District of Michigan involving alleged violations of the antifraud, reporting and other provisions of the federal securities laws. The complaint alleges that MCA was a mortgage banking company headquartered in Southfield and Troy, Michigan that engaged in a financial and offering fraud in connection with two different types of securities. First, the complaint alleges that MCA sold $71 million of securitized interests in pools of mortgage loans from 1994 through 1999 while knowingly misrepresenting the risk, rate of return and historical performance of the interests in the offering materials. The complaint alleges that, as a result, investors lost at least $49 million. Second, the complaint alleges that MCA engaged in the fraudulent sale of $19 million in debentures between 1994 and 1999 by including financial statements that materially inflated its assets, income and equity in registration statements and annual and quarterly reports filed with the Commission. The complaint further alleges that MCA materially inflated its assets, income and equity by improperly: (1) recognizing gains on sale of real estate to related parties; (2) valuing certain mortgages held for resale; (3) failing to disclose related party mortgages held for resale; (4) failing to write down uncollectible related party receivables; and (5) failing to disclose MCA's potential liability in connection with the fraudulent sale of the securitized interests in pools of mortgage loans. The complaint alleges that as a result, investors in the debentures lost all $19 million invested. The complaint alleges that all seven defendants violated, or aided and abetted violations of, the antifraud provisions of the federal securities laws as a result of their involvement in MCA's fraudulent sale of securities. In addition, the complaint alleges that Ajemian and four other defendants violated, or aided and abetted violations of, the periodic reporting and corporate record-keeping provisions of the federal securities laws. The complaint seeks, among other things, injunctive relief and civil penalties against all seven defendants and seeks to bar Ajemian and three other defendants from acting as an officer and director of a public company in the future. Criminal proceedings also have been instituted with respect to the other six defendants in the Commission's complaint. Four of the defendants in the Commission's complaint have pled guilty to federal charges arising out of MCA's fraudulent scheme. Only one of those defendants, Keith Pietila, has been sentenced. Pietila was sentenced to four years in prison and $256 million in restitution on May 8, 2003. The remaining two defendants in the Commission's complaint were indicted on federal charges of conspiracy, mail fraud, wire fraud, bank fraud and making false statements to the Commission on June 23, 2002, and are scheduled to be tried in January 2004. In addition, the Michigan Attorney General's Office has filed state felony securities fraud charges against Ajemian and three other defendants. The Commission wishes to thank the Office of the U.S. Attorney for the Eastern District of Michigan for its assistance and cooperation in this matter. [U.S. v. Quinlan, Wells, Pietila, Ajemian, O'Leary, Swain and Lasky, Case No. 01-80514, ED Mich., Judge Feikens]; SEC v. Quinlan, Wells, Pietila, Ajemian, O'Leary, Swain and Lasky, Case No. 02-60082, USDC, ED Mich., Judge Battani] (LR-18195; AAE Rel. 1804) COURT ENTERS DEFAULT JUDGMENT AGAINST BRITISH CITIZEN MICHAEL CLARKE AND ORDERS HIM TO PAY OVER $24 MILLION The Commission announced that on June 10 a Rhode Island federal court entered a default judgment against British citizen Michael Clarke, a defendant in an action filed by the Commission in April 2002. The Commission alleged in its complaint that Clarke and others participated in a fraudulent offering scheme that raised at least $52 million from investors. In the default judgment, the Honorable Mary M. Lisi permanently enjoined Clarke from future violations of the antifraud provisions of the federal securities laws and ordered him to pay approximately $25 million in disgorgement, interest and a penalty. The Commission filed its action against Clarke and eight other defendants and a relief defendant on April 1, 2002, alleging that Clarke, operating through entities formerly known as Brite Business S.A. and Brite Business Corporation, initiated a scheme that made fraudulent representations to investors through a high yield trading program. According to the Commission's complaint, Clarke raised approximately $51.75 million from five investors. The Commission's complaint alleges that agreements Clarke entered into with these investors promised astronomical returns (such as a nearly 300% return in twelve banking days) and possessed characterizations of investment programs typical of "prime bank" investment schemes to defraud. The complaint further alleges that, between 1999 and 2001, Clarke and others associated with Brite Business misappropriated, transferred or lost approximately $20 million in investor funds. On April 3, 2002, the court issued a temporary restraining order freezing the assets of Clarke and others. The June 10, 2003 final judgment enjoins Clarke from future violations of Section 17(a) of the Securities Act of 1933 and Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5 thereunder, orders him to pay disgorgement in the amount of $19,800,000, plus prejudgment interest in the amount of $4,863,372.72, for a total amount of $24,663,372.72, and assesses a $250,000 civil monetary penalty against him. For further information, please see LR-17800 (Oct. 23, 2002) [permanent injunction entered against Defendant Dennis Herula]; LR-17957 (Jan. 29, 3003) [permanent injunction entered against Defendant Mary Lee Capalbo]; LR-17461 (April 5, 2002) [asset freeze against Clarke and others]. [SEC v. Dennis Herula, et al., USDC, District of Rhode Island, C.A. No. 02 154 ML] (LR- 18196) COMMISSION FILES COMPLAINT AGAINST JON DARMSTADTER ALLEGING FRAUDULENT TRANSACTIONS IN THE STOCK OF CHILDREN'S BEVERAGE GROUP, INC., A NORTHBROOK ILLINOIS COMPANY On June 18, the SEC filed a complaint in the Northern District of Illinois seeking an order of permanent injunction and other ancillary relief against Jon A. Darmstadter. The complaint alleges that Darmstadter, the President and Chief Executive Officer of The Children's Beverage Group, Inc., located in Northbrook, Illinois, engaged in unauthorized purchases and sales of Children's Beverage Group stock in a brokerage account belonging to one of his employees. In essence, he engaged in a scheme to avoid the registration provisions of the securities laws by distributing Children's Beverage stock through his employee's account. He forged letters of authorization in order misrepresent to the registered representative on the account that his employee had authorized the transactions. The complaint alleges that these unauthorized transactions violated the registration and antifraud provisions of the securities laws. The complaint seeks a permanent injunction, civil penalties and disgorgement against Darmstadter. [SEC v. Jon A. Darmstadter, Civil Action No. 03C-4166, ND Illinois] (LR- 18197) COURT ENTERS $130 MILLION JUDGMENT AGAINST CHARLOTTESVILLE, VIRGINIA SECURITIES SWINDLER, ALSO ENTERS JUDGMENTS AGAINST FAMILY MEMBERS The Commission announced that on June 6 the Honorable Judge James H. Michael, Senior U.S. District Court Judge for the Western District of Virginia, Charlottesville Division, entered an order setting disgorgement and civil penalty amounts against Terry L. Dowdell, a Charlottesville resident who orchestrated a massive international Ponzi scheme that raised as much as $121 million, or more, from investors in the United States and abroad. The Court also entered judgments against Dowdell's wife, Mary Dowdell, and his daughter, Rebecca Dowdell, requiring each of them to disgorge ill-gotten gains that Dowdell had transferred to them. In a related criminal matter, Dowdell previously pled guilty to criminal charges of securities fraud, wire fraud and money laundering stemming from this scheme, and is awaiting sentencing. He is currently incarcerated in connection with his violation of the Court's asset freeze orders in this case. The judgment against Terry Dowdell requires him to disgorgement of $121,235,000, plus $8,611,214.42 in prejudgment interest. The court also imposed a $1,000,000 penalty. The $121,235,000 reflected the principal amount of investment believed to have been raised by Dowdell during the fraud. The judgments against Mary and Rebecca Dowdell required them to disgorge real estate property and other assets totaling approximately $6,825,455.50 and $431,771.05, respectively, in value. As alleged in the SEC's complaint, Dowdell's scheme involved the offer and sale of investments in a fictitious trading program purportedly involving the purchase and sale of foreign bank instruments and purportedly being operated by Vavasseur Corporation, a Bahamian corporation that is also named as a defendant in this action. Dowdell admitted to the fraud in the SEC's lawsuit, and consented to the disgorgement of all of his assets. On June 4, 2002, the Court entered an order permanently enjoining Dowdell from future violations of the antifraud provisions of Section 17(a) of the Securities Act of 1933 and Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5 thereunder. On July 12, 2002, the Court appointed Roy M. Terry, Esq. and the law firm of DurretteBradshaw, PLC as Receiver over Dowdell's assets and to develop a plan of distribution for the return of funds to injured investors. The Receiver has thus far marshaled approximately $23 million of investor funds located in the U.S. banks under Dowdell's control, and his obtained an additional approximately $1.4 million through the auction of Dowdell's Charlottesville residence and personal possessions in May 2003. The Court has previously entered a judgment against Vavasseur Corp., requiring it to pay it to pay the same $121,235,000 in disgorgement, plus prejudgment interest in excess of $8 million and civil penalties in the amount of $600,000. The Court has also entered a judgment against Birgit Mechlenburg, one of the marketers of this scheme, requiring her to disgorge her commissions from the fraud, totaling $1,609,496.03, plus prejudgment interest of $123,047.78 and civil penalties in the amount of $120,000. Additional information on how prime bank and other banking-related investment schemes work can be found at the SEC's Prime Bank Fraud Information Center (http://www.sec.gov/divisions/enforce/primebank.shtml) in the enforcement section of the SEC's Web site. [SEC v. Terry L. Dowdell, et al., Civil Action No. 3:01CV00116, WD Virginia] (LR-18198) SEC SUES FORMER CEO AND CFO OF GEMSTAR-TV GUIDE FOR FINANCIAL FRAUD SCHEME On June 19, the Commission filed securities fraud charges against the former chief executive officer and former chief financial officer of Gemstar-TV Guide International, Inc. for their roles in a widespread and complex scheme to inflate Gemstar's licensing and advertising revenues. The Commission's lawsuit, filed today in U.S. District Court in Los Angeles, seeks antifraud injunctions, civil money penalties, disgorgement of ill-gotten gains (including salaries, bonuses, and proceeds from the sale of stock during the fraud), and permanent bars from service as an officer or director of a public company. The Commission also seeks continuation of the order that the district court entered on May 9, 2003, pursuant to the Sarbanes-Oxley Act requiring Gemstar to place into escrow extraordinary payments to any of its directors, officers, or other affiliates, including nearly $38 million in cash payments that the company had previously agreed to pay the defendants. Named in the Commission's complaint are the following defendants: Henry C. Yuen, age 55, of Pasadena, CA. Yuen was Gemstar's chief executive officer and chairman of the board during the relevant period. Elsie M. Leung, age 57, of Pasadena, CA. Leung, a California- licensed CPA, was Gemstar's chief financial officer and a member of its board of directors during the relevant period. Gemstar is a Los Angeles-based media and technology company that, among other things, publishes TV Guide magazine and develops, licenses, and markets an interactive program guide (IPG) for televisions. The IPG is a technology that enables consumers to navigate through and select television programs. During the relevant period, Gemstar generated revenues from the IPG by licensing the technology to third parties and selling advertising on the IPG. In statements to securities analysts and the investing public, Yuen repeatedly touted the IPG technology and IPG advertising revenues as the company's future and as the "value driver" of the company's stock, and downplayed expected declines in revenue from TV Guide magazine. The Commission's complaint alleges that, to enable Gemstar to meet its ambitious projections for revenue growth from IPG licensing and advertising, Yuen, Leung, and others engaged in a fraudulent scheme to overstate Gemstar's revenues and to report the inflated revenues to the investing public. In total, the defendants caused Gemstar to overstate its total revenues by at least $223 million from March 2000 through September 2002. Stephen M. Cutler, Director of the Commission's Division of Enforcement, said: "The manipulation of financial results to present a distorted picture of a company's true performance represents a betrayal of the investing public. It is even more disturbing when a company's highest officials engage in such conduct and enrich themselves at the same time." Randall R. Lee, Regional Director of the Commission's Pacific Regional Office, stated: "These charges, together with our emergency action last month to prevent Gemstar-TV Guide from making tens of millions of dollars in extraordinary payments to its former CEO and CFO, demonstrate the SEC's unwavering commitment to ensuring that those who deceive the investing public are held accountable and do not profit from their misdeeds." The Commission's complaint alleges that Yuen and Leung manipulated Gemstar's financial results in three ways. First, Gemstar recorded revenue under expired, disputed, or non-existent agreements, and improperly reported this as IPG licensing and advertising revenue. Second, Gemstar recorded amounts from related transactions as if they were not related, some of which included "round-trip" transactions (that is, Gemstar paid money to a third party and then received it back) and non-monetary payments, and reported this as IPG advertising revenue in order to inflate those revenues. Third, Gemstar switched revenues from its media and licensing business sectors to its IPG advertising sector in order to show dramatic growth and acceptance of IPG advertising, when in fact such growth and acceptance did not exist. In these transactions, Yuen and Leung allegedly created revenue by structuring the transactions so that all or a portion of the amount to be paid to Gemstar was nominally and falsely designated as the purchase of IPG advertising in order to inflate IPG advertising revenue. The Commission's complaint further alleges that Yuen and Leung reaped millions of dollars in financial gains from their fraudulent scheme in that their compensation was tied to the financial performance of the company. By fraudulently overstating Gemstar's revenues, Yuen and Leung fraudulently inflated their own salaries and bonuses. According to the complaint, from 2000 through 2002, Yuen received approximately $18.8 million in salary and bonuses; exercised stock options for a taxable profit of approximately $14.6 million; and realized over $63.6 million from the disposition of Gemstar stock. In addition, Yuen is seeking payment of over $29 million as a termination fee and payment of salary, bonuses, and vacation pay that he claims to be owed by Gemstar. During this same period, Leung received over $5.3 million in salary and bonuses, and exercised stock options for a taxable profit of approximately $4.9 million, according to the complaint. In addition, she is seeking payment of over $8.1 million as a termination fee and payment of salary, bonuses, and vacation pay that she claims to be owed. The SEC's complaint charges Yuen and Leung with securities fraud, lying to the auditors, falsifying Gemstar's books and records, and aiding and abetting Gemstar's reporting, record-keeping, and internal controls violations of the federal securities laws. Previously, on May 9, 2003, the U.S. District Court in Los Angeles granted the SEC's application for an order requiring Gemstar to escrow for 45 days any extraordinary payments to any of its directors, officers, partners, controlling persons, agents, or employees pursuant to Section 1103 of the Sarbanes-Oxley Act of 2002. The Court's order placed in escrow, subject to court supervision, approximately $37.64 million in cash payments that Gemstar had previously agreed to pay to Yuen and Leung. The Commission's investigation into the conduct of others is continuing. [SEC v. Henry C. Yuen and Elsie M. Leung, Case No. CV 03-4376 NM, MANx, CD Cal.] (LR-18199; AAE Rel. 1805; Press Rel. 2003-75) SELF-REGULATORY ORGANIZATIONS PROPOSED RULE CHANGES The American Stock Exchange has filed a proposed rule change (SR-AMEX- 2003-06), and Amendment No. 1 thereto relating to Mandatory Continuing Education for all Floor Members and Mandatory Continuing Education and Initial Test Requirements for Floor Clerks of Members and Member Firms. Publication of the proposal is expected in the Federal Register during the week of June 23. (Rel. 34-48041) The National Association of Securities Dealers filed a proposed rule change (SR-NASD-2003-93) to amend the Trading Activity Fee to adjust the rates for covered equity securities. Publication of the proposal is expected in the Federal Register during the week of June 23. (Rel. 34- 48061) IMMEDIATE EFFECTIVENESS OF PROPOSED RULE CHANGES A proposed rule change (SR-Amex-2003-50) and Amendment No. 1 thereto filed by the American Stock Exchange to reinstate a marketing fee to be imposed on certain transactions of specialists and registered options traders has become effective under Section 19(b)(3)(A) of the Securities Exchange Act of 1934. Publication of the proposal is expected in the Federal Register during the week of June 23. (Rel. 34-48053) A proposed rule change (SR-CBOE-2003-21) filed by the Chicago Board Options Exchange relating to disclaimers for index option reporting authorities has become effective under Section 19(b)(3)(A) of the Securities Exchange Act of 1934. Publication of the proposal is expected in the Federal Register during the week of June 23. (Rel. 34- 48059) ACCELERATED APPROVAL OF PROPOSED RULE CHANGE The Commission granted accelerated approval to a proposal filed by the National Association of Securities Dealers (SR-NASD-2003-78) to amend Rule 6230 to reduce the TRACE reporting period from 75 minutes to 45 minutes. Publication of the notice in the Federal Register is expected during the week of June 23. (Rel. 34-48056) JOINT LINKAGE PLAN - APPROVAL OF JOINT AMENDMENT TO THE OPTIONS INTERMARKET LINKAGE PLAN The Commission has granted approval to a joint amendment to the Options Intermarket Linkage Plan (File No. 4-429), submitted under Rule 11Aa3-2 of the Securities Exchange Act of 1934 by the Philadelphia Stock Exchange; International Securities Exchange, Chicago Board Options Exchange; American Stock Exchange; and Pacific Exchange relating to satisfaction orders, trade-throughs and other nonsubstantive changes. (Rel. 34-48055) APPROVAL OF PROPOSED RULE CHANGE The Commission approved a proposed rule change (SR-NYSE-2003-11) submitted by the New York Stock Exchange relating to the NYSE Broker Volume Web Service. Publication of the proposal is expected in the Federal Register during the week of June 23. (Rel. 34-48060) WITHDRAWAL GRANTED An order has been issued granting the application of Anworth Mortgage Asset Corporation to withdraw its common stock, $.01 par value, from listing and registration on the American Stock Exchange, effective at the opening of business on June 20. (Rel. 34-48062) 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-3 INTERPUBLIC GROUP OF COMPANIES INC, 1271 AVENUE OF THE AMERICAS, 44TH FLOOR, NEW YORK, NY, 10020, 212-399-8000 - 0 ($1,152,880,000.00) Debt Convertible into Equity, (File 333-106255 - Jun. 19) (BR. 02) S-8 PROVIDENTIAL HOLDINGS INC, 7145960244 - 300,000 ($15,000.00) Equity, (File 333-106257 - Jun. 19) (BR. 08) S-3 REMINGTON OIL & GAS CORP, 8201 PRESTON RD, SUITE 600, DALLAS, TX, 75225, 2148908000 - 0 ($200,000,000.00) Equity, (File 333-106258 - Jun. 19) (BR. 04) S-3 BIOLASE TECHNOLOGY INC, 981 CALLE AMANECER, SAN CLEMENTE, CA, 92673, 7143611200 - 2,875,000 ($35,880,000.00) Equity, (File 333-106260 - Jun. 19) (BR. 36) S-8 ALLIANCE BANKSHARES CORP, 12735 SHOPS LANE, FAIRFAX, VA, 22033, 703-631-6411 - 0 ($8,949,890.00) Equity, (File 333-106264 - Jun. 19) (BR. 07) S-8 CORNING INC /NY, ONE RIVERFRONT PLAZA, CORNING, NY, 14831, 6079749000 - 750,000 ($5,730,000.00) Equity, (File 333-106265 - Jun. 19) (BR. 06) S-3 XYBERNAUT CORP, 12701 FAIR LAKES CIRCLE, STE 550, FAIRFAX, VA, 22033, 7036316925 - 14,780,405 ($9,163,851.00) Equity, (File 333-106266 - Jun. 19) (BR. 03) S-8 PIONEER STANDARD ELECTRONICS INC, 4800 E 131ST ST, CLEVELAND, OH, 44105, 2165873600 - 105,000 ($803,250.00) Equity, (File 333-106267 - Jun. 19) (BR. 36) S-3 PIEDMONT NATURAL GAS CO INC, 1915 REXFORD RD, CHARLOTTE, NC, 28211, 7043643120 - 500,000,000 ($500,000,000.00) Other, (File 333-106268 - Jun. 19) (BR. 02) S-4 PEOPLESOFT INC, 4460 HACIENDA DRIVE, PLEASANTON, CA, 94588-8618, 925-225-3000 - 62,329,345 ($1,035,602,066.00) Equity, (File 333-106269 - Jun. 19) (BR. 03) S-8 EDUCATION MANAGEMENT CORPORATION, 300 SIXTH AVENUE, PITTSBURGH, PA, 15222, 4125620900 - 0 ($14,477,000.00) Other, (File 333-106270 - Jun. 19) (BR. 08) S-8 EDUCATION MANAGEMENT CORPORATION, 300 SIXTH AVENUE, PITTSBURGH, PA, 15222, 4125620900 - 0 ($104,770,000.00) Other, (File 333-106271 - Jun. 19) (BR. 08) S-3 CITIGROUP GLOBAL MARKETS HOLDINGS INC, 388 GREENWICH ST, 38TH FLOOR, NEW YORK, NY, 10013, 2128166000 - 0 ($10,000,000,000.00) Other, (File 333-106272 - Jun. 19) (BR. 07) S-3 TRIARC COMPANIES INC, 280 PARK AVENUE, 24TH FLOOR, NEW YORK, NY, 10017, 212-451-3000 - 175,000,000 ($175,000,000.00) Debt Convertible into Equity, (File 333-106273 - Jun. 19) (BR. 05) S-8 FLEETBOSTON FINANCIAL CORP, 100 FEDERAL STREET, BOSTON, MA, 02110, 6173464000 - 7,000,000 ($212,450,000.00) Equity, (File 333-106274 - Jun. 19) (BR. 07) S-B FEDERATIVE REPUBLIC OF BRAZIL, MINIST DA FEZANDA ESPLANADA DOS MINIST, BLOCO P ED ANEXO SALA 071.70048-900, BRASILIA DF BRASIL, D5, 00000, 01155514123985 - 0 ($10,000,000,000.00) Debt Convertible into Equity, (File 333-106275 - Jun. 19) (BR. DN) S-8 SUPPORTSOFT INC, 575 BROADWAY, REDWOOD, CA, 94063, 6502334539 - 0 ($9,487,789.00) Equity, (File 333-106276 - Jun. 19) (BR. 03) S-8 DARDEN RESTAURANTS INC, 5900 LAKE ELLENOR DR, ORLANDO, FL, 32809, 4072454000 - 8,550,000 ($163,476,000.00) Other, (File 333-106278 - Jun. 19) (BR. 05) S-8 MPOWER HOLDING CORP, 171 SULLY'S TRAIL, STE 202, PITTSFORD, NY, 14534, 7162186550 - 14,658,848 ($10,509,959.00) Equity, (File 333-106279 - Jun. 19) (BR. 37) S-8 NMS COMMUNICATIONS CORP, 100 CROSSING BLVD, FRAMINGHAM, MA, 01702, 5086501300 - 0 ($1,057,500.00) Equity, (File 333-106280 - Jun. 19) (BR. 37) SB-2 VISEON INC, 545 E. JOHN CARPENTER FREEWAY, STE 1430, IRVING, TX, 75062, 2144245700 - 15,148,417 ($5,301,946.00) Equity, (File 333-106281 - Jun. 19) (BR. 03) S-8 4 KIDS ENTERTAINMENT INC, 1414 AVE OF THE AMERICAS, NEW YORK, NY, 10019, 2127587666 - 600,000 ($10,866,000.00) Equity, (File 333-106282 - Jun. 19) (BR. 04) S-8 ULTIMATE ELECTRONICS INC, 321 WEST 84TH AVE, SUITE A, THORNTON, CO, 80260, 303-412-2500 - 404,000 ($5,284,320.00) Equity, (File 333-106283 - Jun. 19) (BR. 02) S-8 CISCO SYSTEMS INC, 170 WEST TASMAN DR, SAN JOSE, CA, 95134-1706, 4085264000 - 0 ($11,504,762.00) Equity, (File 333-106284 - Jun. 19) (BR. 03) S-4 BOTTLING GROUP LLC, ONE PEPSI WAY, SOMERS, NY, 10589-2201, 9142532884 - 0 ($250,000,000.00) Non-Convertible Debt, (File 333-106285 - Jun. 19) (BR. 02) S-1 PROVIDENCE SERVICE CORP, 5524 E. FOURTH ST., TUSCON, AZ, 85711, 5207487108 - 0 ($60,000,000.00) Equity, (File 333-106286 - Jun. 19) (BR.) S-8 GREIF INC, 425 WINTER ROAD, DELAWARE, OH, 43015, 7405496000 - 15,000 ($325,950.00) Equity, (File 333-106287 - Jun. 19) (BR. 04) S-3 BIOPURE CORP, 11 HURLEY ST, CAMBRIDGE, MA, 02141, 6172346500 - 0 ($50,000,000.00) Equity, (File 333-106288 - Jun. 19) (BR. 01) S-3 GENE LOGIC INC, 708 QUINCE ORCHARD, ROAD, GAITHERSBURG, MD, 20878, 3019871700 - 0 ($26,694,153.04) Equity, (File 333-106289 - Jun. 19) (BR. 01) S-3 BIOLASE TECHNOLOGY INC, 981 CALLE AMANECER, SAN CLEMENTE, CA, 92673, 7143611200 - 307,500 ($3,837,600.00) Equity, (File 333-106290 - Jun. 19) (BR. 36) SB-2 AMP PRODUCTIONS LTD, 2706 939 HOMER STREET, VANCOUVER BC CANADA, A1, V6B ZW6, 6046881075 - 1,750,000 ($175,000.00) Equity, (File 333-106291 - Jun. 19) (BR. ) S-3 ENERGY EAST CORP, PO BOX 12904, STE 2006A 20TH FL, ALBANY, NY, 12212-2904, 5184343014 - 0 ($1,000,000,000.00) Other, (File 333-106292 - Jun. 19) (BR. 02) S-3 CARNIVAL CORP, 3655 N W 87TH AVE, PO BOX 1347, MIAMI, FL, 33178-2428, 3055992600 - 0 ($575,076,320.00) Other, (File 333-106293 - Jun. 19) (BR. 05) S-3 KV PHARMACEUTICAL CO /DE/, 2503 S HANLEY RD, ST LOUIS, MO, 63144, 3146456600 - 0 ($200,000,000.00) Debt Convertible into Equity, (File 333-106294 - Jun. 19) (BR. 01) S-3 FRANKLIN RECEIVABLES LLC, 47 WEST 200 SOUTH, SUITE 500, SALT LAKE CITY, UT, 84101, 801-238-6700 - 1,000,000 ($1,000,000.00) Asset-Backed Securities, (File 333-106297 - Jun. 19) (BR. 02) SB-2 ADVANCED SPORTS TECHNOLOGIES INC, 3360 NW 53RD CIRCLE, BOCA RATON, FL, 33496, 5618620529 - 3,548,750 ($887,187.50) Equity, (File 333-106299 - Jun. 19) (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 MORT CORP MULTI CLASS MORT P DE X 04/28/03 ADVANCED MEDICAL OPTICS INC DE X X 06/17/03 ADVANTA BUSINESS RECIEVABLES CORP X X 06/20/03 ALBEMARLE CORP VA X 06/17/03 ALLEGHENY TECHNOLOGIES INC DE X X 06/13/03 AMERICAN CLAIMS EVALUATION INC NY X X 06/18/03 AMERICAN ENTERPRISE CORP FL X X X X 06/04/03 AMERICAN HEALTHWAYS INC DE X 06/19/03 AMERICAN RIVER HOLDINGS CA X X 06/19/03 AMPEX CORP /DE/ DE X X 06/12/03 AUTOLIV INC DE X 06/19/03 AUTOLIV INC DE X 06/19/03 BANK OF SOUTH CAROLINA CORP SC X 06/19/03 BARRY R G CORP /OH/ OH X X 06/18/03 BIO LOGIC SYSTEMS CORP DE X X 06/19/03 BORLAND SOFTWARE CORP DE X 06/12/03 CALIFORNIA AMPLIFIER INC DE X 06/19/03 CAPCO ENERGY INC CO X 05/07/03 CARDIODYNAMICS INTERNATIONAL CORP CA X 06/18/03 CBRL GROUP INC TN X X 06/19/03 CELL THERAPEUTICS INC WA X X 06/17/03 CENTERSPAN COMMUNICATIONS CORP OR X X 06/18/03 CERBCO INC DE X 06/19/03 CHARTER COMMUNICATIONS INC /MO/ DE X X 06/18/03 CHASE MORTGAGE FINANCE CORP DE X X 06/18/03 CHATTEM INC TN X X 06/19/03 CLARCOR INC DE X X 06/18/03 CLARION TECHNOLOGIES INC/DE/ DE X 06/18/03 CLUBCORP INC DE X X 06/04/03 COGNOS INC CA X X 06/19/03 COLLEGIATE PACIFIC INC DE X X 06/18/03 COMPUSONICS VIDEO CORP CO X 06/19/03 COMPUTER LEARNING CENTERS INC DE X X 06/19/03 COMTECH TELECOMMUNICATIONS CORP /DE/ DE X X 06/18/03 CONSECO INC IN X X 06/16/03 COOPER INDUSTRIES LTD X X 06/19/03 COOPER INDUSTRIES LTD X X 06/19/03 CROWN AMERICAN REALTY TRUST MD X X 06/09/03 CROWN CRAFTS INC GA X X 06/19/03 DARDEN RESTAURANTS INC FL X X 06/19/03 DATAMEG CORP NY X X 06/19/03 DAVITA INC DE X X 06/19/03 DC FUNDING INTERNATIONAL INC X X 06/19/03 DOBSON COMMUNICATIONS CORP OK X X 06/17/03 DOLLAR TREE STORES INC VA X 08/02/03 DVI INC DE X X 06/02/03 AMEND E TRADE GROUP INC DE X 06/19/03 EL PASO CORP/DE DE X X 06/19/03 EMERGENCY FILTRATION PRODUCTS INC/ NV NV X 03/31/03 EMERGING VISION INC NY X 06/06/03 ENERGY EXPLORATION TECHNOLOGIES / A0 X 06/11/03 ENESCO GROUP INC MA X 06/19/03 ENTEGRIS INC MN X X 06/19/03 EPIC FINANCIAL CORP NV X 06/16/03 EQUITY RESIDENTIAL MD X 06/19/03 FIBERSTARS INC /CA/ CA X X 06/17/03 FIRST ADVANTAGE CORP DE X X 06/19/03 FIRST CANADIAN AMERICAN HOLDING CORP DE X X X 06/19/03 FIRST UNION COMMERCIAL MORTGAGE PASS NC X 06/01/03 FISHTHEWORLD HOLDINGS INC FL X X 06/16/03 FRANKS NURSERY & CRAFTS INC MI X 06/18/03 GE COMMERCIAL MORT CORP COM MORT PS T DE X X 06/19/03 GENERAL MOTORS ACCEPTANCE CORP DE X 06/16/03 GENERAL MOTORS ACCEPTANCE CORP DE X 06/19/03 GENERAL MOTORS CORP DE X 06/16/03 GENERAL MOTORS CORP DE X 06/19/03 GENERAL MOTORS CORP DE X 06/05/03 AMEND GENESCO INC TN X X 06/19/03 GLOBAL ENERGY INC NV X 06/05/03 GOODYS FAMILY CLOTHING INC /TN TN X X 06/18/03 GRANGE NATIONAL BANC CORP PA X X 06/07/03 GREATER COMMUNITY BANCORP NJ X X 06/17/03 GREENWICH CAPITAL COMMERCIAL FUND COR X X 06/18/03 GTECH HOLDINGS CORP DE X 06/19/03 HAWKINS INC MN X X 06/18/03 HAYES LEMMERZ INTERNATIONAL INC DE X X 06/18/03 AMEND HIGH COUNTRY FINANCIAL CORP NC X X 06/19/03 HOLIDAY RV SUPERSTORES INC DE X X 06/12/03 IMAGING DIAGNOSTIC SYSTEMS INC /FL/ FL X 06/19/03 IMAX CORP A6 X 06/19/03 INFONET SERVICES CORP X X 06/19/03 INSITUFORM EAST INC DE X 06/19/03 INSITUFORM TECHNOLOGIES INC DE X X 06/19/03 INTERFACE INC GA X X 06/18/03 INTROGEN THERAPEUTICS INC X X 06/18/03 ISLE OF CAPRI CASINOS INC DE X X 04/27/03 J2 GLOBAL COMMUNICATIONS INC DE X X 06/19/03 JACKSON RIVERS CO FL X X 06/19/03 KELLWOOD CO DE X X 06/19/03 KINDRED HEALTHCARE INC DE X X 06/19/03 KINGDOM VENTURES INC NV X X 06/18/03 KORN FERRY INTERNATIONAL DE X X 06/18/03 KROLL INC DE X 06/18/03 LA JOLLA PHARMACEUTICAL CO DE X X 06/19/03 LANCER CORP /TX/ TX X X 06/17/03 LEHMAN BROTHERS HOLDINGS INC DE X X 06/19/03 LIGHTBRIDGE INC DE X X 06/18/03 LIGHTPATH TECHNOLOGIES INC DE X X 06/18/03 LML PAYMENT SYSTEMS INC A1 X 06/04/03 LOCH HARRIS INC NV X 06/18/03 LODGENET ENTERTAINMENT CORP DE X X 06/18/03 MARKWEST ENERGY PARTNERS L P DE X X 06/13/03 MBNA AMERICA BANK NATIONAL ASSOCIATIO DE X X 06/19/03 MERRILL LYNCH MORTGAGE INVESTORS INC DE X X 06/18/03 MICHAELS STORES INC DE X X 06/18/03 MID ATLANTIC REALTY TRUST MD X X 06/18/03 MILLER HERMAN INC MI X 06/19/03 MOBILITY ELECTRONICS INC DE X X 06/11/03 MONEY STORE COMMERCIAL MORTGAGE INC NJ X X 06/16/03 MONEY STORE INVESTMENT CORP NJ X X 06/16/03 MONEY STORE SBA ADJUSTABLE RATE CERTI NJ X X 06/16/03 MORGAN STANLEY CAPITAL I TRUST 2003-I DE X X 06/05/03 MORTGAGE PASS-THROUGH CERTIFICATES SE DE X 06/19/03 MOVING BYTES INC X 06/17/03 MS STRUCTURED ASSET CORP DE X 06/01/03 NB&T FINANCIAL GROUP INC OH X 06/19/03 NEWPARK RESOURCES INC DE X X 06/11/03 NOBEL LEARNING COMMUNITIES INC DE X X 06/17/03 NTL EUROPE INC DE X X 06/19/03 NUTRACEUTICAL INTERNATIONAL CORP DE X X 06/19/03 OFFICE DEPOT INC DE X 06/19/03 AMEND ONE PRICE CLOTHING STORES INC DE X X 06/19/03 PACIFIC CMA INC CO X X 06/18/03 PAPA JOHNS INTERNATIONAL INC DE X X 06/16/03 PENTON MEDIA INC DE X X 06/17/03 PEOPLES BANCORP INC OH X 06/19/03 PER SE TECHNOLOGIES INC DE X X 06/19/03 PLAINS EXPLORATION & PRODUCTION CO CA X X 06/04/03 POWERCOLD CORP NV X 06/16/03 PPL ELECTRIC UTILITIES CORP PA X X 06/19/03 PRIME GROUP REALTY TRUST MD X 06/18/03 PRIORITY HEALTHCARE CORP IN X X 06/19/03 PSC INC NY X X 05/23/03 PUBLIC STORAGE INC /CA CA X 06/19/03 PULASKI FINANCIAL CORP DE X X 06/19/03 RAM VENTURE HOLDINGS CORP FL X 06/16/03 RESIDENTIAL ASSET MORTGAGE PRODUCTS I DE X X 06/19/03 RESIDENTIAL ASSET SECURITIZATION TRUS X X 06/19/03 RF MONOLITHICS INC /DE/ DE X X 06/19/03 RIVERSTONE NETWORKS INC DE X 06/19/03 ROSLYN BANCORP INC DE X X 06/19/03 SBM CERTIFICATE CO MN X X 06/17/03 SCB COMPUTER TECHNOLOGY INC TN X 06/19/03 SHIRE PHARMACEUTICALS GROUP PLC X X 06/18/03 SKYWAY COMMUNICATIONS HOLDING CORP FL X 03/15/03 AMEND SOLECTRON CORP DE X X 06/19/03 SONO TEK CORP NY X 06/12/03 SOUTHWEST BANCORP INC OK X 06/18/03 SPECTRUM CONTROL INC PA X X 06/19/03 STANDARD MICROSYSTEMS CORP DE X X 05/31/03 STRUCTURED ASSET SECURITIES CORP THOR DE X 06/04/03 SUCCESSORIES INC IL X X 06/19/03 SUMMA INDUSTRIES/ DE X 06/18/03 TECHNOLOGY SOLUTIONS COMPANY DE X X 06/18/03 TELTRONICS INC DE X X X 06/04/03 TENERA INC DE X X 06/19/03 TEXAS GAS TRANSMISSION CORP DE X 06/19/03 TEXAS GAS TRANSMISSION CORP DE X X 06/19/03 AMEND TIBCO SOFTWARE INC DE X X 06/19/03 TITAN CORP DE X X 06/17/03 AMEND TOPPS CO INC DE X 06/19/03 TOWER BANCORP INC PA X 03/31/03 TRICO MARINE SERVICES INC DE X X 06/18/03 TRINITY LEARNING CORP UT X 06/09/03 TRUE HEALTH INC UT X X 06/17/03 ULTRATECH INC DE X X 06/19/03 UNI MARTS INC DE X 06/18/03 USA INTERACTIVE DE X X 06/19/03 VIASYS HEALTHCARE INC DE X 06/17/03 WALTER INDUSTRIES INC /NEW/ DE X 06/19/03 WASHINGTON MUTUAL MORTGAGE SECURITIES DE X 06/18/03 WELLS FARGO ASSET SECURITIES CORP DE X X 06/18/03 WFN CREDIT CO LLC DE X 06/16/03 WILLIAMS COMPANIES INC DE X 06/17/03 WORLD FINANCIAL NETWORK NATIONAL BANK OH X 06/16/03 WORLD WIRELESS COMMUNICATIONS INC NV 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