SEC NEWS DIGEST Issue 2003-156 August 14, 2003 COMMISSION ANNOUNCEMENTS DONALD NICOLAISEN NAMED SEC CHIEF ACCOUNTANT Chairman William H. Donaldson today announced the appointment of Donald T. Nicolaisen as the Commission's Chief Accountant. Mr. Nicolaisen will oversee the Commission's accounting policy initiatives and lead the SEC's efforts with national and international standard-setters on critical accounting and auditing issues, including international convergence and efforts to adopt principles-based accounting standards. Mr. Nicolaisen will also work closely with the Public Company Accounting Oversight Board to ensure that auditors adhere to the highest business and ethical standards. Mr. Nicolaisen is currently a senior partner at PricewaterhouseCoopers LLP (PwC), where he has held a wide range of management and leadership positions since joining the firm's predecessor, Price Waterhouse (PW), in 1967. Between 1988 and 1994, he led PW's national office for accounting and SEC services. During that time, he was also a member of the Emerging Issues Task Force of the Financial Accounting Standards Board (FASB). He later chaired PW's financial services practice for broker-dealers, investment banking, mutual funds, banking, insurance and real estate. SEC Chairman Donaldson said, "Throughout his distinguished career, Don has been a powerful agent of change whose leadership has helped identify, build consensus around and accomplish strategic objectives toward high quality corporate financial reporting and disclosure. I am confident that Don's experience, expertise and enthusiasm will greatly benefit the Commission and the investing public." Mr. Nicolaisen said, "This is an extremely challenging time for the accounting profession and the nation's financial reporting system, but these challenges provide a fantastic opportunity to improve financial disclosure and help rebuild investor confidence. I am delighted to join the SEC at this critical juncture and look forward to serving America's investors." Since his election to PW's board of partners in 1994, Mr. Nicolaisen has served on PW's international board, and PwC's global and international boards. He helped lead the merger of PW and Coopers & Lybrand to become PwC, and participated in the firm's decision to exit its consulting business. Mr. Nicolaisen currently is the firm's engagement and global relationship partner for Prudential Financial, Inc. Mr. Nicolaisen, 59, who will join the Commission in late September, received his B.A. in Business Administration from the University of Wisconsin, Whitewater, and has been a Certified Public Accountant since 1969. He and his wife, Sandie, have three children. (Press Rel. 2003- 97) ENFORCEMENT PROCEEDINGS COMMISSION BARS DEREK DUBOIS, ORDERS CEASE AND DESIST, AND ORDERS DISGORGEMENT On August 13, the Commission found that Derek L. DuBois, of Hampstead, Maryland, violated Securities Act Section 17(a) and Exchange Act Section 10(b) and Rule 10b-5 by willfully making material omissions in the sale of certain securities to his customers. The Commission determined that DuBois received compensation from a stock promoter for effecting sales of certain securities without disclosing to his customers the fee arrangement or the payments. In 1994, Corporate Relations Group, Inc., a Florida investor relations firm, offered DuBois a monetary incentive to sell to his customers the stock of The Tracker Corporation of America. DuBois accordingly solicited six of his customers to purchase a total of 5,000 shares of Tracker stock. DuBois did not inform any of these customers that he would be compensated by CRG for inducing them to purchase Tracker stock. CRG paid DuBois $2,450 for selling Tracker stock to his customers. DuBois arranged to have the CRG payment routed to him through a former associate of his as a means of concealing DuBois' identity. The Commission found that DuBois acted with a high degree of scienter in violating the antifraud provisions of the federal securities laws by concealing his fee arrangement from his customers. The Commission has previously held that, when a salesperson recommends a security, the salesperson must disclose any self-interest that could influence the salesperson's recommendations. The Commission barred DuBois from associating with a broker or dealer and member of a national securities exchange or registered securities association, and ordered him to cease and desist from committing or causing violations and future violations of the antifraud provisions of the federal securities laws. The Commission further ordered DuBois to disgorge $2,450, plus any accrued prejudgment interest. (Rels. 33-8264; 34-48332; File No. 3-10033) SG COWEN AND LEHMAN BROTHERS SETTLE ENFORCEMENT ACTIONS WITH SEC AND NYSE FOR SUPERVISORY FAILURES IN FRANK GRUTTADAURIA CASE The Securities and Exchange Commission and the New York Stock Exchange today announced joint actions against SG Cowen Securities Corporation and Lehman Brothers, Inc. for failing to supervise Frank D. Gruttadauria, a former branch office manager and broker. Beginning in 1987, while employed at a series of broker-dealers, Gruttadauria misappropriated over $115 million from his customers. He stole approximately $47 million of this total during the 27-month period that SG Cowen employed him and $21.5 million during the 15-month period that Lehman Brothers employed him. Gruttadauria also sent his victims falsified account statements that vastly inflated the holdings in their accounts, and diverted the genuine statements for most of these victims. When Gruttadauria surrendered to authorities in February 2002, these statements showed that the accounts of Gruttadauria's victims had a total of over $285 million, when they actually had less than $2 million. Gruttadauria is serving a seven-year jail term. As part of the joint actions, SG Cowen will pay penalties of $5 million and Lehman Brothers will pay $2.5 million, split equally between the SEC and the NYSE. In connection with the settlement, SG Cowen has also agreed to make immediate payments of out-of-pocket losses suffered prior to the time the accounts were transferred to Lehman Brothers to former customers from whom Gruttadauria stole cash or securities and who have not already been paid through settlements with the firm. This process has largely been completed. Last year, Lehman Brothers voluntarily paid back to customers the net amount that Gruttadauria took from their accounts during the period that Lehman Brothers employed him. Customers also will have an opportunity to pursue claims for additional monies beyond these losses through a special arbitration process to which the firms have agreed as part of the settlements. Without admitting or denying the findings of the SEC and the NYSE, SG Cowen and Lehman Brothers consented to findings that they separately: violated Section 15(b)(4) of the Securities Exchange Act of 1934 and NYSE Rules 342 and 405 and engaged in conduct inconsistent with the NYSE's just and equitable principles of trade by failing to have and implement adequate systems to supervise Gruttadauria; and violated Section 17(a) of the Exchange Act, Rule 17a-3 under the Exchange Act and NYSE Rule 440 by failing to maintain complete and accurate books and records. The NYSE decision separately found that SG Cowen engaged in conduct inconsistent with the NYSE's just and equitable principles of trade by failing fully to implement policies and procedures to which it had committed pursuant to an undertaking imposed in an earlier NYSE enforcement action. In addition to participating in the special arbitration process, SG Cowen will pay up front to former customers from whom Gruttadauria stole funds and who have not already resolved their claims against the firm the difference between amounts they invested and amounts they withdrew or transferred to Lehman Brothers pursuant to a method set forth in the SEC order and the NYSE decision against SG Cowen. Any former client of Gruttadauria's from May 1989 through January 2002 who received falsified account documents or had assets misappropriated by Gruttadauria is eligible to participate in the special arbitration process. The firms cannot argue that claims are too old and will accept liability for Gruttadauria's misappropriations and his sending of falsified account documents. Other claims of those customers may also be brought in this process, and, with limited exceptions, the firms will also be liable for those once Gruttadauria's misconduct is established. SG Cowen will pay all awards for the time period that SG Cowen's predecessor, Cowen & Company, employed Gruttadauria. The process will be made available at the NYSE: former customers with ongoing litigation may opt into the process, and persons with ongoing arbitrations at either the NYSE or the NASD may elect to convert those proceedings into a special proceeding. The firms will pay all filing fees, forum fees, and the fees and expenses of mediators and arbitrators. Clients who participate cannot receive punitive or treble damages. Both firms agreed, pursuant to the SEC order and NYSE decision, to a censure based on their failures reasonably to supervise Gruttadauria. Further, both firms agreed, pursuant to the SEC's order, to cease and desist from any further violations of the books and records provisions of the federal securities laws. Both firms also agreed, pursuant to the NYSE decision, to have consultants conduct a review -- designed to prevent a recurrence of Gruttadauria's violations -- of their respective policies and procedures related to the use of personal computers, accounts with post office and "care of" mailing addresses, and third- party disbursements. The SEC and the NYSE found the following failures at SG Cowen and Lehman Brothers with respect to their supervision of Gruttadauria. Gruttadauria was a producing branch office manager, which means that he was responsible both for the overall supervision of the Cleveland branch and for his own retail brokerage clients. Both firms had persons subordinate to Gruttadauria bear the primary responsibility for overseeing his daily retail-brokerage activity. By structuring their supervisory and compliance functions in this manner, SG Cowen and Lehman Brothers created an inherent risk that Gruttadauria would not be adequately supervised. In that regard, a previous enforcement action by the NYSE against SG Cowen's predecessor had identified salient weaknesses in this aspect of what became SG Cowen's supervisory structure and, later, Lehman Brothers'. Further, SG Cowen and Lehman Brothers failed reasonably to supervise Gruttadauria, with a view to detecting and preventing his fraudulent conduct, in the following ways: Both firms failed adequately to handle the accounts transferred to them when acquiring the Cleveland branch, which allowed Gruttadauria to continue diverting the real account statements for many of his victims. Neither firm had an adequate system for applying its respective procedures for the review of Gruttadauria's incoming and outgoing correspondence, because Gruttadauria, as a producing branch office manager, had access to a facsimile machine, the mailroom, and the firms' postage meter. Gruttadauria used this access to, among other things, evade the firms' correspondence review procedures when sending falsified account statements to his victims in the firms' envelopes and with the firms' postage markings. Both firms lacked procedures for monitoring Gruttadauria's use of the personal computer system that he used to create falsified account statements and other account documents. Both firms lacked an adequate system for applying its procedures for detecting and preventing unauthorized third- party transfers. SG Cowen separately failed to have adequate procedures to prevent Gruttadauria, as a producing branch office manager, from authorizing third-party disbursement requests for his own clients and deviating from the firm's cashiering and related procedures in processing such requests. SG Cowen separately failed to have adequate procedures for a supervisor not subordinate to Gruttadauria to follow up on critical missing account documentation involving the accounts of some of Gruttadauria's victims. As a result, after an SG Cowen examiner discovered in 1999 that 30 of Gruttadauria's customer accounts had inadequate documentation to permit the use of a post office box or "care of" mailing address, Gruttadauria was able to follow up himself by forging the necessary documents. SG Cowen separately failed to have an adequate system for applying its procedures related to the periodic review of client account statements with an eye to identifying unusual transfers of funds and reviewing the underlying documentation, including the verification of customer signatures. SG Cowen separately failed to comply with its responsibility regarding the undertaking imposed in the NYSE enforcement action against Cowen, including aspects of the undertaking relating to producing branch office managers. Lehman Brothers separately failed to have an adequate system for applying its procedures concerning accounts with post office box and "care of" mailing addresses during the period that it employed Gruttadauria. Both firms violated the books and records provisions of the federal securities laws because of inaccurate client mailing addresses and inaccuracies in client account records arising out of Gruttadauria's misappropriation of funds and securities. The SEC and the NYSE acknowledge the assistance and cooperation of both the NYSE Arbitration Division and NASD Dispute Resolution with regard to the special arbitration process that the firms will implement as part of the SEC orders and the NYSE decisions. The SEC's and NYSE's investigations are continuing. (SG Cowen Securities Corporation - Rel. 34-48335, File No. 3-11216; Lehman Brothers, Inc. - Rel. 34-48336, File No. 3-11217; Press Rel. 2003-96) COMMISSION SUSPENDS ACCOUNTANT PETER BROMBERG On August 14, the Commission suspended certified public accountant Peter Bromberg (Bromberg) from appearing or practicing before the Commission as an accountant because he has been enjoined for securities fraud. Bromberg consented to the entry of the Commission's Order Instituting Public Administrative Proceedings Pursuant To Rule 102(e) Of The Commission's Rules Of Practice, Making Findings, And Imposing Remedial Sanctions (Order) without admitting or denying its findings. In the Order, the Commission found that from 1994 until May 1999 Bromberg was the Chief Financial Officer of Motorcar Parts and Accessories, Inc. (Motorcar) of Torrance, California. The Commission previously sued Bromberg and Motorcar in the United States District Court for the Central District of California (Court) for securities fraud. The Commission's complaint alleged that Bromberg overstated Motorcar's earnings in its annual reports filed with the Commission on Form 10-K for the fiscal years ended March 31, 1997 and 1998 and a registration statement filed on Form S-2 in 1997. The complaint also alleged that Bromberg lied to Motorcar's auditors and improperly reduced Motorcar's accounts payable. The Order found that on Aug. 7, 2003, the Court entered a Final Judgment Of Permanent Injunction And Other Relief Against Defendant Peter Bromberg which permanently enjoins Bromberg from future violations of Section 17(a) of the Securities Act of 1933 and Sections 10(b), 13(a), 13(b)(2)(A), 13(b)(2)(B), and 13(b)(5) of the Securities Exchange Act of 1934 and Rules 10b-5, 12b-20, 13a-1, 13b2-1, and 13b2-2 thereunder. The Commission suspended Bromberg pursuant to Rule 102(e)(3) of the Commission's Rules of Practice, 17 C.F.R. Section 201.102(e)(3). (Rel. 34-48337; AAE Rel. 1842; File No. 3-11218) SEC SANCTIONS ANDOVER BROKERAGE, LLC AND TWO OF ITS PROPRIETARY TRADERS FOR VIOLATING THE COMMISSION'S SHORT SALE RULE, AND ITS PRESIDENT FOR FAILURE TO SUPERVISE On August 14, the Commission issued an Order Making Findings and Imposing Remedial Sanctions and Cease-and-Desist Order (Order) pursuant to Sections 15(b) and 21C of the Securities Exchange Act of 1934 (Exchange Act) against Andover Brokerage, LLC (Andover), its president, Michael Picozzi, III (Picozzi), and two of its former traders, Elias Schechter (Schechter) and David Daily (Daily) (collectively, the Respondents). The Respondents consented to the entry of the Commission's Order without admitting or denying the findings. The Order finds that between May and October 1998, Andover, and its proprietary traders, Schechter and Daily, effected a total of 204 short sale transactions of securities registered on a national securities exchange on minus-ticks or zero-minus-ticks in violation of Section 10(a) of the Exchange Act and Rule 10a-1 thereunder. In each of these 204 transactions, Schechter and Daily, as Andover's proprietary traders, did not identify these trades as short sales, and instead incorrectly marked them as "long." The Order further finds that Picozzi, as president of Andover, had ultimate responsibility for firm supervision, including establishing procedures and a system for applying such procedures that would reasonably be expected to prevent and detect violations of the federal securities laws. Picozzi instituted an inadequate supervisory system by, among other things, failing to implement procedures reasonably designed to prevent traders from mismarking sell transactions or executing short sales on a minus-tick. Picozzi also failed reasonably to supervise, with a view toward detecting and preventing violations of the Short Sale Rule, Schechter and Daily while they were subject to Picozzi's supervision. The Commission ordered that: * Andover: (1) cease-and-desist from committing or causing any violations and any future violations of Sections 10(a) and 17(a) of the Exchange Act and Rules 10a-1(a), 10a-1(c), 10a-1(d) and 17(a)-3(a)(7) thereunder; (2) pay on a joint and several basis with Daily, disgorgement and prejudgment interest in the total amount of $83,176; (3) pay on a joint and several basis with Schechter, disgorgement and prejudgment interest in the total amount of $4,117; and (4) pay a civil penalty of $64,583 (reflecting a penalty equal to the total disgorgement); * Schechter and Daily: (1) cease-and-desist from committing or causing any violations and any future violations of Section 10(a) of the Exchange Act and Rule 10a-1(a) thereunder; (2) cease-and-desist from causing any violations and any future violations of Sections 10(a) and 17(a) of the Exchange Act and Rules 10a-1(c), 10a-1(d), and 17a-3(a)(7) thereunder; (3) be suspended from association with any broker or dealer for a period of 30 days; (4) pay on a joint and several basis with Andover, disgorgement plus prejudgment interest thereon in the amount of $4,117 (Schechter) and $83,176 (Daily); and (5) pay civil penalties of $5,000 (Schechter) and $10,000 (Daily); and * Picozzi: (1) be suspended from association in a supervisory capacity with any broker or dealer for a period of nine months; and (2) pay a civil penalty of $25,000. In addition, Prescient Securities, LLC (Prescient), a broker-dealer registered with the Commission, which purchased all of the assets of Andover after this proceeding commenced, agreed to review its policies and procedures relating to compliance with Section 10(a) and 17(a) of the Exchange Act and Rules 10a-1(a), 10a-1(c), 10a-1(d) and Rule 17(a)- 3(a)(7) thereunder, and adopt and implement policies and procedures to prevent and detect violations of these provisions, and retain an independent consultant to review the effectiveness of Prescient's policies and procedures. (Rel. 34-48338; File No. 3-11013) DEFAULT JUDGMENT ENTERED AGAINST JOHN DELPRINCE AND OLD DOMINION SECURITIES, INC. The Commission announced that on July 31, 2003, an Order of Default Judgment of Permanent Injunction and Other Relief (Default Judgment) was entered in the United States District Court for the Middle District of Florida against Defendants John DelPrince (DelPrince) and Old Dominion Securities, Inc. (Old Dominion). On Feb. 25, 2003, the Commission filed a civil action against, among others, DelPrince and Old Dominion in the civil action entitled SEC v. Robert A. Magnan, et al., Civil Action Number 8:03-CV-0321-T-27. The Complaint alleged that from at least July 2000 to December 2000, Old Dominion, aided and abetted by DelPrince, permitted Robert A. Magnan who had been barred by the Commission from association with any broker or dealer in 1995 to become and remain associated with Old Dominion. The Default Judgment permanently enjoined Old Dominion from violating Section 15(b)(6)(B)(ii) of the Securities Exchange Act of 1934 (Exchange Act), which prohibits any broker or dealer from permitting any person barred by the Commission to become and remain associated with any broker or dealer without the consent of the Commission. The Default Judgment also enjoined DelPrince from aiding and abetting any violation of Section 15(b)(6)(B)(ii) of the Exchange Act. DelPrince and Old Dominion were further ordered to pay disgorgement and civil money penalties in an amount to be determined. [SEC v. Robert A. Magnan, Investment Recovery Network, Inc., Old Dominion Securities, Inc., and John Delprince, Case No. 03-CV-321-T-27 M.D. Fla.] (LR-18287) SELF-REGULATORY ORGANIZATIONS PROPOSED RULE CHANGES A proposed rule change (SR-Phlx-2003-49) filed by the Philadelphia Stock Exchange relating to member voting has been filed under Section 19(b)(1) of the Securities Exchange Act of 1934. Publication of the notice in the Federal Register is expected during the week of August 18. (Rel. 34-48313) The Commission published for comment a proposed rule change filed by the American Stock Exchange (SR-Amex-2003-54) relating to the limitation of the liability of the Options Clearing Corporation and the Exchange for members' use of the Options Intermarket Linkage. (Rel. 34-48319) The Commission published for comment a proposed rule change, and Amendment No. 1 thereto, filed by the Chicago Board Options Exchange (SR-CBOE-2003-22) relating to the limitation of the liability of the Exchange and the Options Clearing Corporation for members' use of the Options Intermarket Linkage. (Rel. 34-48320) The Commission published for comment a proposed rule change, and Amendment No. 1 thereto, filed by the International Securities Exchange (SR-ISE-2003-15) relating to the limitation of the liability of the Options Clearing Corporation for members' use of the Options Intermarket Linkage. (Rel. 34-48321) The Commission published for comment a proposed rule change, and Amendments No. 1 and 2 thereto, filed by the Pacific Exchange (SR-PCX- 2003-20) relating to the limitation of the liability of the Options Clearing Corporation for members' use of the Options Intermarket Linkage. (Rel. 34-48322) Commission published for comment a proposed rule change filed by the Philadelphia Stock Exchange (SR-Phlx-2003-43) relating to the limitation of the liability of the Options Clearing Corporation for members' use of the Options Intermarket Linkage. (Rel. 34-48323) The Chicago Board Options Exchange filed a proposed rule change (SR-CBOE- 2003-27) pursuant to Section 19(b) of the Securities Exchange Act of 1934 relating to the representation of orders by floor brokers. Publication of the proposal is expected in the Federal Register during the week of August 18. (Rel. 34-48324) IMMEDIATE EFFECTIVENESS OF PROPOSED RULE CHANGES The Pacific Exchange filed a proposed rule change (SR-PCX-2003-40) to amend its schedule of fees and charges for its ArcaEx equities trading facility. The proposed rule change has become immediately effective under Section 19(b)(3)(A) of the Securities Exchange Act of 1934. Publication of the proposal is expected in the Federal Register during the week of August 18. (Rel. 34-48317) A proposed rule change submitted by the Chicago Stock Exchange (SR-CHX- 2003-26) relating to member entry of trade information for reporting and dissemination has become immediately effective pursuant to 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 August 18. (Rel. 34-48327) SECURITIES ACT REGISTRATIONS The following registration statements have been filed with the SEC under the Securities Act of 1933. The reported information appears as follows: Form, Name, Address and Phone Number (if available) of the issuer of the security; Title and the number and/or face amount of the securities being offered; Name of the managing underwriter or depositor (if applicable); File number and date filed; Assigned Branch; and a designation if the statement is a New Issue. Registration statements may be obtained in person or by writing to the Commission's Public Reference Branch at 450 Fifth Street, N.W., Washington, D.C. 20549 or at the following e-mail box address: . In most cases, this information is also available on the Commission's website: . S-8 GENERAL DYNAMICS CORP, 3190 FAIRVIEW PARK DRIVE, FALLS CHURCH, VA, 22042, 7038763000 - 0 ($20,000,000.00) Other, (File 333-107901 - Aug. 13) (BR. 06) S-4 PENNSYLVANIA REAL ESTATE INVESTMENT TRUST, THE BELLEVUE, 200 S BROAD STREET, PHILADELPHIA, PA, 19102, 2155429250 - 0 ($299,444,252.17) Other, (File 333-107902 - Aug. 13) (BR. 08) S-8 SMARTIRE SYSTEMS INC, 150 13151 VANIER PL, RICHMOND BC CANADA, A1, V6V 2J1, 6042769884 - 1,000,000 ($170,000.00) Equity, (File 333-107903 - Aug. 13) (BR. 36) S-8 SMARTIRE SYSTEMS INC, 150 13151 VANIER PL, RICHMOND BC CANADA, A1, V6V 2J1, 6042769884 - 10,000,000 ($1,700,000.00) Equity, (File 333-107904 - Aug. 13) (BR. 36) S-2 SCOLR INC, 8340 154TH AVENUE NE, REDMOND, WA, 98052, 4258839518 - 9,590,660 ($20,044,479.40) Equity, (File 333-107906 - Aug. 13) (BR. 01) S-8 FINX GROUP INC, 21634 CLUB VILLA TERRACE, BOCA RATON, FL, 33433, (561) 447-6612 - 47,499,000 ($166,246.50) Equity, (File 333-107907 - Aug. 13) (BR. 03) S-8 UNITED RETAIL GROUP INC/DE, 365 W PASSAIC ST, ROCHELLE PARK, NJ, 07662, 2018450880 - 405,000 ($1,399,688.00) Equity, (File 333-107908 - Aug. 13) (BR. 02) S-8 UNITED RETAIL GROUP INC/DE, 365 W PASSAIC ST, ROCHELLE PARK, NJ, 07662, 2018450880 - 1,000,000 ($3,625,000.00) Equity, (File 333-107909 - Aug. 13) (BR. 02) S-8 PALOMAR ENTERPRISES INC, 6196922590 - 98,000,000 ($1,078,000.00) Other, (File 333-107910 - Aug. 13) (BR. 05) S-8 SAN DIEGO SOCCER DEVELOPMENT CORP, 3803 MISSION BLVD SUITE 290, SAN DIEGO, CA, 92109, 6195812120 - 15,000,000 ($300,000.00) Equity, (File 333-107911 - Aug. 13) (BR. 05) S-8 KAISER GROUP HOLDINGS INC, 9300 LEE HWY, FAIRFAX, VA, 22031, 7039343600 - 0 ($2,662,500.00) Equity, (File 333-107912 - Aug. 13) (BR. 06) S-8 ARVINMERITOR INC, 2135 W MAPLE ROAD, TROY, MI, 48084, 2484351000 - 0 ($45,125,000.00) Equity, (File 333-107913 - Aug. 13) (BR. 05) S-8 RELIV INTERNATIONAL INC, 136 CHESTERFIELD INDUSTRIAL BLVD, P O BOX 405, CHESTERFIELD, MO, 63006-0405, 3145379715 - 1,000,000 ($4,890,000.00) Equity, (File 333-107914 - Aug. 13) (BR. 01) SB-2 FOLIX TECHNOLOGIES INC, 711 S CARSON STREET, SUITE 4, CARSON CITY, NV, 89701, 6046699029 - 1,000,000 ($200,000.00) Equity, (File 333-107915 - Aug. 13) (BR. ) S-8 INDIGINET INC/FL, 5000 BIRCH STREET, SUITE 3000, NEWPORT BEACH, CA, 92614, (949) 476-3711 - 315,000,000 ($283,500.00) Equity, (File 333-107916 - Aug. 13) (BR. 09) S-8 EXCELLIGENCE LEARNING CORP, 2 LOWER RAGSDALE DRIVE, SUITE 200, MONTEREY, CA, 93940, 8313332000 - 500,000 ($2,500,000.00) Equity, (File 333-107917 - Aug. 13) (BR. 02) S-3 COLLAGENEX PHARMACEUTICALS INC, 41 UNIVERSITY DRIVE, NEWTON, PA, 18940, 2155797388 - 500,000 ($5,977,500.00) Equity, (File 333-107918 - Aug. 13) (BR. 01) S-8 ZOOM TECHNOLOGIES INC, 207 SOUTH ST, BOSTON, MA, 02111, 6174231072 - 252,000 ($297,360.00) Equity, (File 333-107923 - Aug. 13) (BR. 37) N-2 ROYCE MICRO CAP TRUST INC /MD/, C/O ROYCE & ASSOCIATES, INC., 1414 AVE OF THE AMERICAS, NEW YORK, NY, 10019, 2124084587 - 40,000 ($1,000,000.00) Equity, (File 333-107924 - Aug. 13) (BR. 22) S-3 CARMAX AUTO FUNDING LLC, 4900 COX RD., RICHMOND, VA, 23060, 0 ($1,000,000.00) Asset-Backed Securities, (File 333-107925 - Aug. 13) (BR. ) S-3 ALCOA INC, 201 ISABELLA ST, ALCOA CORPORATE CTR, PITTSBURGH, PA, 15212-5858, 4125532576 - 0 ($470,732,206.90) Equity, (File 333-107926 - Aug. 13) (BR. 06) N-2 ROYCE FOCUS TRUST INC, 1414 AVENUE OF THE AMERICAS, NEW YORK, NY, 10019, 2125084578 - 40,000 ($1,000,000.00) Equity, (File 333-107928 - Aug. 13) (BR. 22) S-3 XOMA LTD /DE/, 2910 SEVENTH ST, BERKELEY, CA, 94710, 5106441170 - 13,000,000 ($103,545,000.00) Equity, (File 333-107929 - Aug. 13) (BR. 01) S-8 HICKORY TECH CORP, 221 E HICKORY ST, P O BOX 3248, MANKATO, MN, 56002-3248, 8003265789 - 0 ($11,190,000.00) Equity, (File 333-107932 - Aug. 13) (BR. 37) S-4 APACHE CORP, 2000 POST OAK BLVD, ONE POST OAK CENTER STE 100, HOUSTON, TX, 77056-4400, 7132966000 - 0 ($350,000,000.00) Non-Convertible Debt, (File 333-107934 - Aug. 13) (BR. 04) S-8 MEDCO HEALTH SOLUTIONS INC, 100 PARSONS POND DR, FRANKLIN LAKES, NJ, 07417, 2012693400 - 54,750,000 ($1,178,493,750.00) Equity, (File 333-107936 - Aug. 13) (BR. 01) S-8 SIFY LTD, TIDEL PARK, 2ND FLOOR, NO. 4, CANAL BANK ROAD, TARAMANI, CHENNAI 600 113, K7, 91442540770 - 633,000 ($3,437,190.00) Equity, (File 333-107938 - Aug. 13) (BR. 03) S-8 ENCYSIVE PHARMACEUTICALS INC, 6700 WEST LOOP SOUTH, 4TH FLOOR, BELLAIRE, TX, 77401, 7137968822 - 300,000 ($975,000.00) Equity, (File 333-107939 - Aug. 13) (BR. 01) S-8 ENCYSIVE PHARMACEUTICALS INC, 6700 WEST LOOP SOUTH, 4TH FLOOR, BELLAIRE, TX, 77401, 7137968822 - 1,750,000 ($5,687,500.00) Equity, (File 333-107941 - Aug. 13) (BR. 01) S-3 VENTAS INC, 4360 BROWNSBORO ROAD, SUITE 115, LOUISVILLE, KY, 40207, 5025967300 - 0 ($651,000,000.00) Other, (File 333-107942 - Aug. 13) (BR. 08) S-8 TOWER SEMICONDUCTOR LTD, RAMAT GAVRIEL, P O BOX 619, MIGDAL HAEMEK 23105, L3, 97246506611 - 2,780,420 ($11,025,217.00) Equity, (File 333-107943 - Aug. 13) (BR. 36) S-4 SUN BANCORP INC, P O BOX 57, 2-16 SOUTH MARKET ST, SELINSGROVE, PA, 17870, 5703741131 - 0 ($8,237,610.00) Equity, (File 333-107944 - Aug. 13) (BR. 07) S-4 AMERICAN INTERNATIONAL GROUP INC, 70 PINE ST, NEW YORK, NY, 10270, 2127707000 - 0 ($1,500,000,000.00) Non-Convertible Debt, (File 333-107945 - Aug. 13) (BR. 01) S-3 LATTICE SEMICONDUCTOR CORP, 5555 NE MOORE COURT, HILLSBORO, OR, 97124-6421, 5032688000 - 0 ($155,480,000.00) Equity, (File 333-107946 - Aug. 13) (BR. 36) S-3 ORANGE & ROCKLAND UTILITIES INC, ONE BLUE HILL PLZ, PEARL RIVER, NY, 10965, 9143526000 - 0 ($200,000,000.00) Non-Convertible Debt, (File 333-107947 - Aug. 13) (BR. 02) S-3 GLOBAL IMAGING SYSTEMS INC, 3820 NORTHDALE BLVD SUITE 200A, TAMPA, FL, 33624, 8139605508 - 57,500,000 ($68,051,250.00) Debt Convertible into Equity, (File 333-107948 - Aug. 13) (BR. 02) S-4 COMMUNITY BANK SYSTEM INC, 5790 WIDEWATERS PKWY, DEWITT, NY, 13214, 8007242262 - 0 ($52,882,002.00) Equity, (File 333-107949 - Aug. 13) (BR. 07) S-8 ENVIRONMENTAL REMEDIATION HOLDING CORP, 5444 WESTHEIMER SUITE 1570, HOUSTON, TX, 77056, 5018212222 - 0 ($30,857.22) Equity, (File 333-107950 - Aug. 13) (BR. 04) S-8 VENTAS INC, 4360 BROWNSBORO ROAD, SUITE 115, LOUISVILLE, KY, 40207, 5025967300 - 200,000 ($3,186,000.00) Equity, (File 333-107951 - Aug. 13) (BR. 08) S-3 GETTY IMAGES INC, 601 NORTH 34TH STREET, SEATTLE, WA, 98103, 2069256449 - 0 ($265,000,000.00) Equity, (File 333-107952 - Aug. 13) (BR. 08) S-4 TENNECO AUTOMOTIVE INC, 500 NORTH FIELD DRIVE, LAKE FOREST, IL, 60045, 847-482-50 - 0 ($350,000,000.00) Non-Convertible Debt, (File 333-107953 - Aug. 13) (BR. 05) S-8 MICROSTRATEGY INC, 1861 INTERNATIONAL DR, MCLEAN, VA, 22102, 7038488600 - 0 ($52,815,000.00) Equity, (File 333-107954 - Aug. 13) (BR. 03) 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 ---------------------------------------------------------------------------------- 3M CO DE X X 08/11/03 4 KIDS ENTERTAINMENT INC NY X X 08/13/03 ADAMS RESOURCES & ENERGY INC DE X 08/13/03 ADC TELECOMMUNICATIONS INC MN X X 08/13/03 ADVANCED MARKETING SERVICES INC DE X 08/12/03 ADVANCED PHOTONIX INC DE X X 08/12/03 ADVANTA BUSINESS RECIEVABLES CORP X X 08/13/03 AEROFLEX INC DE X X 06/30/03 AETHER SYSTEMS INC DE X 08/12/03 AGL RESOURCES INC GA 07/31/03 AMEND AIRNET COMMUNICATIONS CORP DE X 08/13/03 AIRNET SYSTEMS INC OH X X 08/11/03 AIRNET SYSTEMS INC OH X X 08/11/03 AIRPLANES LTD DE X 08/13/03 ALASKA COMMUNICATIONS SYSTEMS GROUP I DE X X 08/12/03 ALLIED HEALTHCARE INTERNATIONAL INC NY 08/13/03 ALPINE AIR EXPRESS INC/DE DE X 08/06/03 AMEDISYS INC DE X X 08/12/03 AMERICAN BANK NOTE HOLOGRAPHICS INC DE X 08/11/03 AMERICAN BUILDING CONTROL INC DE X 08/11/03 AMERICAN COLOR GRAPHICS INC NY X 08/13/03 AMERICAN COMMUNITY PROPERTIES TRUST MD X 08/13/03 AMERICAN HONDA RECEIVABLES CORP CA X 08/12/03 ANDEAN DEVELOPMENT CORP FL X X 12/12/00 AMEND ANTICLINE URANIUM INC NV X 07/28/03 AMEND ANWORTH MORTGAGE ASSET CORP MD X X 08/12/03 APARTMENT INVESTMENT & MANAGEMENT CO MD X 08/13/03 APARTMENT INVESTMENT & MANAGEMENT CO MD X 08/11/03 ARGENT SECURITIES INC ASSET-BK PAS TH X X 07/21/03 ARMOR HOLDINGS INC DE X X 08/12/03 ASCENT ASSURANCE INC DE X X 08/12/03 ASSET BACKED FUNDING CORP DE X X 08/12/03 ASTRALIS LTD CO X 08/12/03 ATHEROGENICS INC GA X 08/12/03 ATLANTIC AMERICAN CORP GA X 08/11/03 ATMOS ENERGY CORP TX X 08/13/03 AUTOCORP EQUITIES INC NV X X 08/12/03 AVITAR INC /DE/ DE X X 08/13/03 AVIX TECHNOLOGIES INC NV X 07/31/03 AXCESS INTERNATIONAL INC/TX DE X X 08/12/03 BANCSHARES OF FLORIDA INC FL 08/11/03 BEARD CO /OK OK X X 08/12/03 BENTHOS INC MA X 07/31/03 BERKSHIRE INCOME REALTY INC X X 05/30/03 AMEND BIO IMAGING TECHNOLOGIES INC DE X 08/13/03 BOOTS & COOTS INTERNATIONAL WELL CONT DE 08/08/03 BRANDPARTNERS GROUP INC DE X X 08/12/03 BRENEX OIL CORP UT X 08/12/03 BRIGHAM EXPLORATION CO DE X 08/12/03 BROADWAY FINANCIAL CORP \DE\ DE X 06/30/03 BROCADE COMMUNICATIONS SYSTEMS INC DE X 08/13/03 BRT REALTY TRUST MA X 08/12/03 CADENCE DESIGN SYSTEMS INC DE X X 08/11/03 CAL DIVE INTERNATIONAL INC MN X 08/13/03 CAL MAINE FOODS INC DE X 07/25/03 CALIFORNIA INDEPENDENT BANCORP CA X X 08/11/03 CANDELA CORP /DE/ DE 08/12/03 CAPITOL FEDERAL FINANCIAL X X 08/12/03 CEDAR MOUNTAIN DISTRIBUTORS INC NV X X 08/08/03 CELLEGY PHARMACEUTICALS INC CA X 08/12/03 CENTIV INC DE X 08/11/03 CENTRE CAPITAL CORP /NV/ NV X X X X 07/15/03 CERBCO INC DE X 06/18/03 AMEND CERTEGY INC GA X X 08/12/03 CHAMPIONLYTE HOLDINGS INC FL X X 06/25/03 AMEND CHANGE TECHNOLOGY PARTNERS INC DE X X 08/13/03 CHASE FUNDING INC NY X X 06/29/03 CHASE MORTGAGE FINANCE CORP DE X X 07/29/03 CHATTEM INC TN X 08/13/03 CHELSEA PROPERTY GROUP INC MD X X 08/01/03 CHELSEA PROPERTY GROUP INC MD X 08/11/03 CHESAPEAKE CORP /VA/ VA X 08/13/03 CHOICE HOTELS INTERNATIONAL INC /DE DE X X 08/13/03 CHRONIMED INC MN X X 08/12/03 CMS ENERGY CORP MI 08/12/03 COMMERCIAL NET LEASE REALTY INC MD X X 08/12/03 COMMONWEALTH BANKSHARES INC VA 06/30/03 COMMUNICATION INTELLIGENCE CORP DE X 08/08/03 COMPASS MINERALS GROUP INC X 08/13/03 COMPUCREDIT CORP GA X 08/13/03 COMPUTER ASSOCIATES INTERNATIONAL INC DE X X 08/13/03 CONSOLIDATED CAPITAL GROWTH FUND CA X X 07/29/03 COVE APPAREL INC NV X X 08/11/03 CREDIT & ASSET REPACKAGING VEHICLE CO DE X 08/01/03 CREDIT SUISSE FIRST BOSTON MORTGAGE S DE X 08/12/03 CROWN CRAFTS INC GA X 08/13/03 CROWN CRAFTS INC GA X X 08/06/03 D&E COMMUNICATIONS INC PA X 08/13/03 DAIMLERCHRYSLER SERVICES NORTH AMERIC MI X X 08/12/03 DAYTON SUPERIOR CORP OH X X 07/29/03 DELTA AIR LINES INC /DE/ DE X X 08/13/03 DENDRITE INTERNATIONAL INC NJ X X 08/13/03 AMEND DIGITAL GENERATION SYSTEMS INC DE X X 08/11/03 DISCOVERY LABORATORIES INC /DE/ DE X X 08/12/03 DONNKENNY INC DE X 08/12/03 DONNKENNY INC DE X 08/12/03 DORCHESTER MINERALS LP DE X 08/12/03 DSI TOYS INC TX X X 08/11/03 DST SYSTEMS INC DE X X 08/12/03 DWYER GROUP INC DE X X 08/11/03 DYNEGY HOLDINGS INC DE X 08/13/03 DYNEGY INC /IL/ IL X 08/13/03 ECHOSTAR COMMUNICATIONS CORP NV X 08/13/03 EDT LEARNING INC DE X 08/13/03 EL PASO CORP/DE DE X 08/13/03 ELSINORE CORP NV X X 08/13/03 ENCORE CAPITAL GROUP INC DE X 08/12/03 ENCORE CAPITAL GROUP INC DE 08/13/03 ENCYSIVE PHARMACEUTICALS INC DE X 08/13/03 ENHERENT CORP DE X 08/11/03 ENZON PHARMACEUTICALS INC DE X 08/13/03 EPIMMUNE INC DE X X 08/12/03 ESPEED INC DE X 08/12/03 EURAMAX INTERNATIONAL PLC X X 08/13/03 EVERGREENBANCORP INC WA X X 08/04/03 EXELON CORP PA X 08/13/03 FACTORY 2 U STORES INC DE X 08/12/03 FAIRPOINT COMMUNICATIONS INC DE X 08/12/03 AMEND FEDERAL NATIONAL MORTGAGE ASSOCIATION X X 08/13/03 FEDERATED DEPARTMENT STORES INC /DE/ DE 08/13/03 FILTERING ASSOCIATES INC NV X 08/08/03 FIRST AMERICAN CAPITAL CORP /KS KS X 06/30/03 FIRST MEDICAL RESOURCES CORP NV X X 08/11/03 FIRST REAL ESTATE INVESTMENT TRUST OF NJ X 07/31/03 FIRST SECURITY GROUP INC/TN TN X X 08/13/03 FIRST UNION COMMERCIAL MORTGAGE SECUR NC X 07/18/03 FOG CUTTER CAPITAL GROUP INC MD X X 08/11/03 FOX ENTERTAINMENT GROUP INC DE X 08/12/03 FPIC INSURANCE GROUP INC FL X X 08/13/03 GART SPORTS CO DE X X X 08/04/03 GENAISSANCE PHARMACEUTICALS INC DE 08/13/03 GENOME THERAPEUTICS CORP MA X 08/12/03 GEORGIA GULF CORP /DE/ DE X X 08/13/03 GLACIER WATER SERVICES INC DE 08/13/03 GLOBAL MEDICAL PRODUCTS HOLDINGS INC NV X 07/18/03 GMAC COMMERCIAL MORTGAGE SECURITIES I DE X 08/01/03 GOLDEN TELECOM INC DE X 08/13/03 GOLDFIELD CORP DE 08/13/03 GRAPHIC PACKAGING CORP DE X 08/08/03 GRAY TELEVISION INC GA X 08/12/03 GREATER BAY BANCORP CA X X X 07/30/03 AMEND GREY GLOBAL GROUP INC DE X X 08/13/03 GRIC COMMUNICATIONS INC CA X X 08/12/03 GS MORTGAGE SECURITIES CORP GSR MORT DE X 07/30/03 HAMPTON ROADS BANKSHARES INC VA X 08/13/03 HANCOCK HOLDING CO MS X 08/08/03 HARTCOURT COMPANIES INC UT X X 07/14/03 HARTCOURT COMPANIES INC UT X 07/26/03 HARTVILLE GROUP INC NV X 08/06/03 HAWKINS INC MN X 08/13/03 HCB BANCSHARES INC OK X 08/12/03 HEI INC MN X X 08/12/03 HEMISPHERX BIOPHARMA INC DE X 03/31/03 AMEND HERSHA HOSPITALITY TRUST MD X 08/12/03 HILLENBRAND INDUSTRIES INC IN X X 08/13/03 HISPANIC BROADCASTING CORP DE X 08/13/03 HISPANIC BROADCASTING CORP DE X 08/13/03 HOMESTORE INC DE X 08/12/03 HOMESTORE INC DE 08/13/03 HORIZON GROUP PROPERTIES INC MD X X 06/13/03 AMEND HOST AMERICA CORP DE X X 08/11/03 HOUSING PROGRAMS LTD CA X 08/11/03 HPSC INC DE X X 08/13/03 HYTEK MICROSYSTEMS INC CA X 08/07/03 IHOP CORP DE 08/07/03 IMAGE ENTERTAINMENT INC CA X 08/13/03 INFODATA SYSTEMS INC VA X 08/12/03 INSITE VISION INC DE X X 08/13/03 INSITUFORM EAST INC DE X 06/18/03 AMEND INSPIRE PHARMACEUTICALS INC DE X 08/13/03 INSTANET INC CO X 08/12/03 INTELLIGROUP INC NJ X X 08/13/03 INTERDIGITAL COMMUNICATIONS CORP PA X 08/13/03 INTERSTATE GENERAL CO L P DE X 08/13/03 IPC ACQUISITION CORP X 08/12/03 ISLAND PACIFIC INC DE X 08/13/03 J C PENNEY CO INC DE 08/12/03 JACUZZI BRANDS INC DE X X 08/13/03 JAG MEDIA HOLDINGS INC NV X X 08/12/03 JAMESON INNS INC GA X X 08/13/03 JEFFERSONVILLE BANCORP NY 08/13/03 KENSEY NASH CORP DE X 08/13/03 KERYX BIOPHARMACEUTICALS INC DE 08/13/03 KINDRED HEALTHCARE INC DE X 08/12/03 KIRKLANDS INC X 08/07/03 KLAMATH FIRST BANCORP INC OR X X 06/30/03 KNOLOGY INC DE 08/11/03 LA JOLLA PHARMACEUTICAL CO DE X X 08/13/03 LABORATORY CORP OF AMERICA HOLDINGS DE X 08/13/03 LARSCOM INC DE X 06/05/03 LCA VISION INC DE X X 08/12/03 LEUCADIA NATIONAL CORP NY X X 08/13/03 LISTO INC NV X 08/01/03 LYNX THERAPEUTICS INC DE 08/13/02 MACQUARIE SECURITISATION LTD DE X X 08/07/03 MAGUIRE PROPERTIES INC MD X X 08/12/03 MAJESTIC INVESTOR HOLDINGS LLC DE X 08/13/03 MAJESTIC STAR CASINO LLC IN X 08/13/03 MANNATECH INC TX 08/12/03 MARKWEST ENERGY PARTNERS L P DE X 08/13/03 MARKWEST HYDROCARBON INC DE X 08/13/03 MARTHA STEWART LIVING OMNIMEDIA INC DE X 08/11/03 MAXWELL SHOE CO INC DE X X 08/11/03 MECHANICAL TECHNOLOGY INC NY X 08/13/03 MEDAREX INC NJ X X 08/11/03 MEDSTONE INTERNATIONAL INC/ DE X X 08/12/03 MEDTRONIC INC MN X X 08/12/03 MEGA GROUP INC NY X 08/13/03 MERCANTILE BANKSHARES CORP MD X X 08/12/03 MERRILL LYNCH MORT INVESTORS INC TRUS DE X X 07/29/03 MERRILL LYNCH MORTGAGE INVESTORS INC DE X X 08/12/03 METAWAVE COMMUNICATIONS CORP DE X 07/31/03 MEXICAN RESTAURANTS INC TX X X 08/13/03 MICROTUNE INC DE X 08/12/03 MIDAS INC DE X 08/12/03 MILLS CORP DE X 06/30/03 MORGAN STANLEY ABS CAPITAL I INC DE X X 08/13/03 MORTGAGE ASSET SECURITIZATION TRANSAC DE X X 08/11/03 MORTGAGE ASSET SECURITIZATION TRANSAC DE X X 08/11/03 MULTI-CLASS MORTGAGE PASS-THROUGH CER DE X X 07/29/03 MUNICIPAL MORTGAGE & EQUITY LLC DE X 06/30/03 AMEND NATIONAL AUTO CREDIT INC /DE DE X X 07/31/03 NATIONAL TAX CREDIT INVESTORS II CA X 08/11/03 NATIONAL TAX CREDIT PARTNERS L P CA X 08/11/03 NCO GROUP INC PA X X 08/06/03 NELSON THOMAS INC TN X 08/13/03 NEOPHARM INC DE X 08/13/03 NEOPROBE CORP DE X 07/31/03 NITTANY FINANCIAL CORP PA X 08/12/03 NOBEL LEARNING COMMUNITIES INC DE X X 08/11/03 NOVA NATURAL RESOURCES CORP CO X 08/13/03 NOVAVAX INC DE X 08/12/03 OCEAN WEST HOLDING CORP DE X X 08/12/03 OUTBACK STEAKHOUSE INC DE X 08/08/03 PANHANDLE ROYALTY CO OK 08/12/03 PAYLESS SHOESOURCE INC /DE/ DE X 08/13/03 PEGASUS COMMUNICATIONS CORP / DE X X 08/12/03 PER SE TECHNOLOGIES INC DE X X 08/13/03 PERVASIVE SOFTWARE INC DE X X 08/08/03 PINNACLE BUSINESS MANAGEMENT INC NV X 08/04/03 PITTSBURGH FINANCIAL CORP PA X X 08/08/03 PLATINUM UNDERWRITERS HOLDINGS LTD D0 X 08/12/03 PLAYBOY ENTERPRISES INC DE X 08/13/03 PLIANT CORP UT X 08/12/03 PMC CAPITAL INC FL X 08/12/03 PMC COMMERCIAL TRUST /TX TX X 08/12/03 POCKETSPEC TECHNOLOGIES INC CO X 08/13/03 POLYMEDICA CORP MA X 08/13/03 POPE RESOURCES LTD PARTNERSHIP DE X X 08/12/03 PRELUDE VENTURES INC NV X X 04/01/03 AMEND PRESTOLITE ELECTRIC HOLDING INC DE 08/12/03 PRICE LEGACY CORP MD X 08/13/03 PRICE LEGACY CORP MD X 08/13/03 PS BUSINESS PARKS INC/CA CA X X 08/13/03 QUINTILES TRANSNATIONAL CORP NC X 08/12/03 QUIXOTE CORP DE X X X 08/12/03 REAL ESTATE ASSOCIATES LTD II CA X 08/11/03 REAL ESTATE ASSOCIATES LTD III CA X 08/11/03 REAL ESTATE ASSOCIATES LTD IV CA X 08/11/03 REAL ESTATE ASSOCIATES LTD V CA X 08/11/03 REAL ESTATE ASSOCIATES LTD VI CA X 08/11/03 REAL ESTATE ASSOCIATES LTD VII CA X 08/13/03 REAL ESTATE ASSOCIATES LTD/CA CA X 08/11/03 REALMARK PROPERTY INVESTORS LIMITED P DE X X 07/31/03 RTW INC /MN/ MN X 07/23/03 SAFEGUARD HEALTH ENTERPRISES INC DE X 08/12/03 SAFLINK CORP DE X X 08/11/03 SANDERS MORRIS HARRIS GROUP INC TX X X 08/12/03 SANDS REGENT NV X 08/13/03 SCHEID VINEYARDS INC DE X 08/13/03 SCHERING PLOUGH CORP NJ X X 08/12/03 AMEND SCHICK TECHNOLOGIES INC DE X 08/13/03 SEMELE GROUP INC DE X 06/30/03 SENECA FOODS CORP /NY/ NY X X 08/13/03 SENETEK PLC /ENG/ X X 08/12/03 SHURGARD STORAGE CENTERS INC WA 06/30/03 SIMMONS CO /GA/ DE X 08/11/03 SIMULA INC AZ X 08/12/03 SMITHFIELD FOODS INC VA X X 08/13/03 SMTC CORP DE X 08/11/03 SORRENTO NETWORKS CORP NJ X X 08/05/03 SOUTHERN COMMUNITY FINANCIAL CORP NC X X 07/30/03 SSI SURGICAL SERVICES INC NY X X 08/09/03 STANDARD COMMERCIAL CORP NC X X 08/12/03 STATER BROS HOLDINGS INC DE X 08/13/03 STONEPATH GROUP INC DE X X 08/08/03 STRUCTURED ASSET MORTGAGE INVESTMENTS DE X 07/31/03 STRUCTURED ASSET SEC CORP MORT PASS T DE X 07/30/03 SUITE 101 COM INC DE X 08/13/03 SUPREME HOLDINGS NV X 08/13/03 SYLVAN LEARNING SYSTEMS INC MD X 05/30/03 AMEND SYSTEMAX INC DE X 08/12/03 TANDY BRANDS ACCESSORIES INC DE X 08/13/03 TARANTELLA INC CA X 08/11/03 TAYLOR ANN STORES CORP DE X 08/13/03 TECHNE CORP /MN/ MN 08/12/03 TEJON RANCH CO DE X 08/11/03 TELENETICS CORP CA X 08/08/03 TIFFANY & CO DE 08/13/03 TOO INC DE X 08/13/03 TOWER AUTOMOTIVE INC DE X 08/13/03 TOWN & COUNTRY TRUST MD X X 07/31/03 TRANS LUX CORP DE X X 08/12/03 TRIARC COMPANIES INC DE 08/13/03 TRICO MARINE SERVICES INC DE X X 08/13/03 TROPICAL SPORTSWEAR INTERNATIONAL COR FL X 08/12/03 TXU US HOLDINGS CO TX X X 06/30/03 UBIQUITEL INC DE X X 08/05/03 ULTRALIFE BATTERIES INC DE X X 08/13/03 UNITED RETAIL GROUP INC/DE DE X 08/12/03 UNIVERSAL DISPLAY CORP \PA\ PA X X 08/13/03 UTEK CORP X 08/11/03 VANS INC DE X X 08/13/03 VENTAS INC DE X X 08/13/03 VENTIV HEALTH INC DE X X 08/12/03 VIASAT INC CA X X X 08/12/03 VIASAT INC CA X 08/13/03 VION PHARMACEUTICALS INC DE X X 08/13/03 VLPS LIGHTING SERVICES INTERNATIONAL DE X X 08/13/03 WACKENHUT CORRECTIONS CORP FL X 08/07/03 WAL MART STORES INC DE 08/13/03 WARRENSBURG ENTERPRISES INC FL X 07/25/03 WILLIAM LYON HOMES DE 08/12/03 WINDROSE MEDICAL PROPERTIES TRUST MD X 08/06/03 WOMEN FIRST HEALTHCARE INC DE X 08/13/03 WRC MEDIA INC DE X X 08/12/03 WRC MEDIA INC DE X X 08/13/03 XDOGS COM INC CO X X 08/07/03 YOUBET COM INC DE X X 08/11/03 ZIM CORP A6 X 06/01/03 ZIMMER HOLDINGS INC DE X X 08/13/03 ZORAN CORP \DE\ DE X X 08/11/03