SEC NEWS DIGEST Issue 2003-163 August 25, 2003 COMMISSION ANNOUNCEMENTS ORDER OF SUSPENSION OF TRADING The Commission announced the temporary suspension, pursuant to Section 12(k) of the Securities Exchange Act of 1934 (the Exchange Act), of trading of the securities of TAMARAK, INC. (Tamarak) (stock symbol TMAK), of Van Nuys, California, at 9:30 a.m. EDST on Monday, Aug. 25, 2003, and terminating at 11:59 p.m. EDST on Monday, Sept. 8, 2003. The Commission temporarily suspended trading in the securities of Tamarak because of questions that have been raised about the accuracy and adequacy of assertions in press releases by Tamarak concerning, among other things: 1) Tamarak's plans and financial ability to produce and distribute a television mini-series and movie; 2) Tamarak's projected profits; 3) the purported support by the U.S. Air Force for Tamarak's film projects; and 4) purported discussions between Tamarak and major television and film studios. The Commission cautions brokers, dealers, shareholders, and prospective purchasers that they should carefully consider the foregoing information along with all other currently available information and any information subsequently issued by the company. Further, brokers and dealers should be alert to the fact that, pursuant to Rule 15c2-11 under the Exchange Act, at the termination of the trading suspension, no quotation may be entered unless and until they have strictly complied with all of the provisions of the rule. If any broker or dealer has any questions as to whether or not he has complied with the rule, he should not enter any quotation but rather he should immediately contact the staff of the Securities and Exchange Commission in Washington, D.C. If any broker or dealer is uncertain as to what is required by Rule 15c2-11, he should refrain from entering quotations relating to Tamarak's securities until such time as he has familiarized himself with the rule and is certain that all of its provisions have been met. If any broker or dealer enters any quotation which is in violation of the rule, the Commission will consider the need for prompt enforcement action. If any broker or dealer or other person has any information that may relate to this matter, he should immediately communicate it to Spencer C. Barasch of the Fort Worth District Office of the Securities and Exchange Commission at (817) 978-6425. (Rel. 34-48402) ENFORCEMENT PROCEEDINGS FINDINGS MADE AND SANCTIONS IMPOSED AGAINST MATTHEW BENEDETTO On August 25, the Commission issued an Order Making Findings and Imposing Remedial Sanctions Against Matthew J. Benedetto (Order) pursuant to Section 15(b) of the Securities Exchange Act of 1934. The Order finds that Benedetto pled guilty to one count of an indictment charging him with conspiracy to commit securities fraud, mail fraud and wire fraud. The indictment alleged that while employed as a registered representative at a registered broker-dealer, Benedetto accepted secret payoffs to induce his clients to purchase the securities of Lifekeepers International, Inc. Benedetto was sentenced to three years of probation and ordered to pay $60,836 in restitution. Benedetto consented to the entry of the Order without admitting or denying the findings contained therein, except the findings relating to jurisdiction, his former association with a registered broker-dealer and his plea of guilty to one count of an indictment charging him with conspiracy to commit securities fraud, mail fraud and wire fraud. The Commission, based upon the findings and Benedetto's Offer of Settlement, barred Benedetto from association with any broker or dealer. (Rel. 34-48404; File No. 3- 11144) GLOBAL TELEMEDIA INTERNATIONAL, INC. On August 25, an Administrative Law Judge issued an Order Making Findings and Imposing Sanction By Default (Order) against Respondent Global Telemedia International, Inc. (Global). The Order Instituting Proceedings alleged that Respondent Global violated Section 13(a) of the Securities Exchange Act of 1934 (Exchange Act) and Rules 13a-1 and 13a- 13 thereunder by failing to file periodic reports. The Order finds the allegations to be true and revokes the registration of all securities of Respondent Global pursuant to Section 12(j) of the Exchange Act. (Rel. 34-48403; File No. 3-11181) SEC BRINGS FRAUD CHARGES AGAINST FORMER PRINCIPALS OF HOUSTON INVESTMENT ADVISER On August 20, the Commission filed a settled securities fraud case against David Isaac Lapin and Jeffrey Carl Wigginton, alleging that, from October 1998 through September 2001, while they were associated with Lapin & Wigginton Asset Management, LLC (LWAM), a now-defunct investment adviser, and with a Commission-registered broker-dealer, they raised over $140 million by fraudulently offering and selling to investors, including advisory clients of LWAM, interests in limited partnerships that used the investors' money to fund commercial mortgage loans. The SEC alleges that Lapin & Wigginton knowingly or recklessly misled investors about the risks associated with the investments, in violation 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, and aided and abetted LWAM's violations of Sections 206(1) and 206(2) of the Investment Advisers Act. The SEC further alleges that Lapin and Wigginton violated Sections 5(a) and 5(c) of the Securities Act of 1933, by offering and selling securities when a registration statement as to the offering was not effective and had not been filed. Finally, the SEC alleges that Lapin and Wigginton violated Sections 206(4) and 207 of the Investment Advisers Act, and Rule 206(4)-4(a) thereunder, by failing to disclose fully and accurately, in reports that LWAM filed with the SEC, a disciplinary action that the New York Stock Exchange instituted against Lapin in 1999 for conduct unrelated to the limited partnership investments. Simultaneously with the filing of its action, the Commission accepted offers of settlement from Lapin and Wigginton, in which each of them agreed, without admitting or denying the allegations in the Commission's Complaint, to the entry of a judgment that permanently enjoins them from further violating the securities laws cited above, and sets the amounts of disgorgement, prejudgment interest, and civil money penalties for which they are liable. Lapin and Wigginton have also consented to the entry of an order by the Commission, barring each of them from association with a broker-dealer or investment adviser. [SEC v. David Isaac Lapin and Jeffrey Carl Wigginton, Defendants, Civil Action No. H- 03-3342, USDC SDTX] (LR-18304) PERMANENT INJUNCTION ENTERED AGAINST SECURITIES RECIDIVIST AND CONVICTED FELON JOHN EHRMAN, IN UNREGISTERED OFFERING AND FRAUDULENT MANIPULATION SCHEME On August 18, the U.S. District Court for the Southern District of Texas entered an agreed permanent injunction against John N. Ehrman, former CEO of Rocky Mountain Energy Corporation. The permanent injunction enjoins Ehrman from future violations of the anti-fraud, securities- registration, issuer-reporting, beneficial-ownership, and principal- stockholder reporting provisions of the federal securities laws. The Securities and Exchange Commission had filed a civil action against Rocky Mountain, Ehrman, and Rocky Mountain's General Counsel, W. Roderick Johnson, on April 3, 2003, in connection with an illegal unregistered offering of Rocky Mountain securities and a fraudulent manipulation of the company's stock. The lawsuit was filed to halt an alleged fraudulent "pump-and-dump" scheme involving the securities of Rocky Mountain, a Houston-based oil-and-gas company whose stock is quoted on the OTC Bulletin Board. The complaint alleges that, from July 2002 to the present, Ehrman and Johnson used four bogus share-exchange transactions to secretly obtain control of approximately 50% of Rocky Mountain's issued and outstanding stock. Rocky Mountain and Ehrman issued a stream of glowing but false and misleading press releases to artificially inflate the price and trading volume of the company's stock. The press releases and other promotional statements, touted numerous "acquisitions" of valuable oil- and-gas properties, or agreements to acquire such properties, along with expected revenues and other benefits from the acquisitions. Rocky Mountain had neither the assets nor the financing to complete these acquisitions. Meanwhile, Ehrman and Johnson sold more than $800,000 of Rocky Mountain stock into the unsuspecting marketplace. In carrying out the fraudulent scheme, Ehrman allegedly caused Rocky Mountain to file false and misleading reports and registration statements with the Commission. Among other things, these filings failed to disclose that Ehrman and Johnson caused Rocky Mountain to issue approximately 47 million shares of stock in the four sham share- exchange transactions. The filings also misrepresented, among other things, Ehrman and Johnson's ownership, transfer, and sale of approximately 31 million of these shares. Ehrman was previously enjoined by the Commission in another fraudulent oil and gas scheme in 1990 (SEC v. Transwestern Oil & Gas, et. al., CA H- 90-1875 S.D. Tex) and barred from association with any broker, dealer, investment company, investment adviser or municipal securities dealer (In the Matter of Ehrman Investment Group, Inc., and John N. Ehrman, Administrative Proceeding File No. 3-7529). In a related criminal action, he also pleaded guilty to federal mail fraud charges and received a three year probated sentence (U.S. v. John N. Erhman, CR H-94- 23 S.D. Tex). [SEC v Rocky Mountain Energy Corporation, Inc., John N. Ehrman, W. Roderick Johnson, and John W. Ehrman, Jr. (Defendant Solely for Purposes of Equitable Relief) Case No. H-03-CV-1133 (U.S.D.C., S.D. Tex.)] (LR-18305) SOLUCORP INDUSTRIES LTD. EXECUTIVES FOUND LIABLE FOR FRAUD AND TWO PERMANENTLY BARRED FROM SERVING AS OFFICERS AND DIRECTORS On July 25, 2003, the U.S. District Court for the Southern District of New York entered an opinion and order in a civil injunctive action brought by the Securities and Exchange Commission finding that the following three defendants had violated the antifraud provisions of the federal securities laws: Joseph S. Kemprowski, a purported consultant who performed duties on behalf of Solucorp Industries Ltd. analogous to those of an officer; Peter R. Mantia, the company's president; and Victor Herman, the former chief financial officer of Solucorp's principal operating subsidiaries and the preparer of Solucorp's consolidated financial statements. The Court's opinion and order, which was entered after a full trial on the merits in March 2003, provides for permanent injunctions against Kemprowski and Mantia and a permanent bar on their serving as an officer or director of any publicly traded company. The opinion and order also provide that Kemprowski, Mantia and Herman shall disgorge their illicit gains from selling Solucorp shares while in possession of material, non-public information about the fraudulent conduct. The final judgment has yet to be entered. Of the six other defendants named in this action, five--including Solucorp, other former officers and/or directors, Arle Pierro, James G. Spartz, and W. Bryan Fair, and the company's former outside auditor, Glenn R. Ohlhauser--entered into settlements with the Commission prior to the commencement of the six-day trial pursuant to which they consented to the entry of final judgments permanently enjoining them from future violations of the federal securities laws. The Commission's complaint, filed on Dec. 13, 1999, as amended, alleged that, over a four year period, from mid-1995 through early 1999, Solucorp's senior management, including Kemprowski, who acted as the de facto head of Solucorp, claimed in press releases and other publicly disseminated materials to have contracts that either did not exist or were subject to undisclosed material contingencies, or that provided for revenues materially below those announced by the company. The complaint also alleged that senior management falsified Solucorp's financial statements by improperly recognizing as revenue license fees that were subject to material contingencies. Solucorp's improper recognition of license fees resulted in its filing with the Commission periodic, transition and interim reports, including financial statements, on at least five occasions from December 1997 through April 1999, which materially overstated revenue. See Lit. Rel. No. 16388 (Dec. 13, 1999). In its July 25, 2003 opinion and order, the Court found that, "[o]ver a number of years, Solucorp and its executives engaged in a course of deception through the issuance of false and misleading press releases and financial statements in which, in a number of cases, they reported that the Company had entered into contracts that did not exist, in one case backdated a contract to increase the accrued revenue recognizable thereunder, and in many other cases reported that the minimum revenues to be derived from such contracts far exceeded the actual minimums." The Court found that this "pattern of deception was so consistent and pervasive that it cannot logically be attributed to mere negligence." Accordingly, "the executives responsible for the issuance of these press releases and financial statements, specifically Kemprowski, Mantia and Herman, knowingly and deliberately falsified them with the intention of deceiving shareholders and potential investors or, at the very least, were guilty of reckless disregard for the truth or falsity of the disclosures." The Court found that Kemprowski, Mantia and Herman had violated the antifraud provisions of Section 10(b) of the Securities Exchange Act of 1934 (Exchange Act) and Rule 10b-5 thereunder and Section 17(a) of the Securities Act of 1933 (Securities Act), and that Mantia and Herman had knowingly falsified the company's books, records and/or accounts, or were reckless in preparing or certifying them, and circumvented or failed to implement internal controls in violation of Exchange Act Section 13(b)(5) and Rule 13b2-1, and Mantia misinformed the company's outside auditors in violation of Exchange Act Rule 13b2-2. The Court also found that Kemprowski and Mantia failed to disclose their equity ownership in Solucorp as of February 20, 1998, the effective date of Solucorp's registration of its stock with the Commission, and to timely disclose changes in that ownership, in violation of Exchange Act Section 16(a). Each of the five defendants who settled the Commission's action prior to the commencement of the trial in March 2003 consented, without admitting or denying the Commission's allegations, to the entry of a final judgment providing for the full injunctive relief sought by the Commission. On March 12, 2003, the Court signed the final judgments against Solucorp, James G. Spartz, a former vice president and a director of Solucorp, Arle Pierro, a former senior vice president and director of Solucorp, and W. Bryan Fair, a former director of Solucorp. The final judgment against Solucorp permanently enjoined the company from violating the antifraud provisions of Exchange Act Section 10(b) and Rule 10b-5 and Securities Act Section 17(a), the reporting requirements of Exchange Act Section 13(a) and Rules 12b-20, 13a-1, 13a- 10 and 13a-13 thereunder, and the books and records and internal controls provisions of Exchange Act Sections 13(b)(2)(A) and 13(b)(2)(B). The final judgment against Spartz permanently enjoined him from violating the antifraud provisions of Exchange Act Section 10(b) and Rule 10b-5 thereunder, and the insider reporting requirements of Exchange Act Section 16(a) and Rules 16a-2 and 16a-3, but did not impose a civil penalty based on Spartz's sworn representations concerning his financial inability to pay. The final judgments against Pierro and Fair permanently enjoined them from violating the disclosure rules for insiders, Exchange Act Section 16(a) and Rules 16a-2 and 16a-3 thereunder, and imposed a $10,000 civil penalty on Pierro for allegedly failing to timely disclose her equity ownership in Solucorp and changes in that ownership. On Jan.16, 2003, the Court entered a final judgment against another settling defendant, the company's former outside auditor, Glenn R. Ohlhauser, that permanently enjoined Ohlhauser from future violations of Exchange Act Section 10A. See Lit. Rel. 16785 (Oct. 31, 2000); Lit. Rel. 17951 (Jan. 27, 2003). In its July 25, 2003 opinion and order, the Court dismissed the claims against Robert Kuhn, a former vice president of Solucorp, on the grounds that the evidence did not establish that he had committed any violation of the federal securities laws. [SEC v. Solucorp Industries Ltd., et al., 99 Civ. 11965 (S.D.N.Y.) (WCC)] (LR-18306; AAE Rel. 1849) SEC FILES CIVIL LAWSUIT AGAINST GABOR S. ACS On August 21, the Commission filed a complaint in U.S. District Court for the District of Nevada against Gabor S. Acs ("Acs") and his alter ego company, Penny King Holdings Corp. ("Penny King"). The Commission's complaint alleges that between January and May 2002, Acs wrote, edited and approved six false and misleading press releases concerning Quintek Technologies, Inc. ("Quintek") and Eknowledge Group, Inc. ("Eknowledge") and that between at least March and August 2002 he created and maintained two Internet websites containing false statements. The complaint further alleges that the releases and websites contained false and misleading statements concerning, among other things, the financial prospects of Quintek and Eknowledge, a business combination between these two companies, Penny King's assets and Acs' financial experience. According to the complaint, Acs and Penny King also failed to disclose payments made by Quintek and Eknowledge in exchange for touting services. The Commission's complaint alleges that Acs and Penny King violated Section 17(b) of the Securities Act of 1933 and Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5 thereunder. The complaint seeks permanent injunctions, disgorgement of ill-gotten gains and third tier civil penalties against both defendants, and as to Acs, a penny stock bar. [SEC v. Gabor S. Acs et al., Civ. No. CV-N-03-0463- ECR-VPC D. Nevada)] (LR-18307) FORMER FINANCIAL ANALYST CRIMINALLY INDICTED ON INSIDER TRADING AND OTHER FEDERAL CHARGES The Commission announced today that on August 19 Jay Laveson, of Atkinson, New Hampshire, was criminally indicted by the United States Attorney for the District of Vermont on insider trading, mail fraud, and wire fraud charges. Laveson is scheduled to be arraigned on September 12, 2003. According to the indictment, Laveson was employed as a financial analyst by IDX Corporation Inc., Inc., a publicly-traded company based in South Burlington, Vermont. The indictment alleges that Laveson received confidential non-public information concerning potential merger targets for IDX and sensitive financial information about those merger targets and IDX, and he then used that information to trade in the stock of merger target companies, as well as IDX, for his own profit from early 1997 through early 1999. According to the indictment, Laveson made more than $120,000 from his insider trading. The indictment charges Laveson with one count of securities fraud, one count of mail fraud, and fourteen counts of wire fraud in connection with his insider trading activities. If convicted of all criminal charges, Laveson faces up to 310 years imprisonment and a fine of up to $4,250,000. On July 2, 2002, the Commission filed a civil fraud case in the United States District Court for the District of Massachusetts charging Laveson with insider trading based primarily on the conduct described above. According to the Commission=s complaint, Laveson violated 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. Laveson agreed to settle with the Commission by consenting, without admitting or denying the Commission's allegations, to the entry of a judgment enjoining him from future violations of the antifraud provisions of the federal securities laws, and ordering him to disgorge the sum of $128,524. A final judgment by consent against Laveson was entered by the court on July 11, 2002. [SEC v. JAY LAVESON, USDC for the District of Massachusetts, C.A. No. 02 CV 11336 GAO] (LR-18308) SEC SUES TOKS, INC. AND ITS CHIEF EXECUTIVE OFFICER ADE O. OGUNJOBI FOR SECURITIES FRAUD The Commission announced today that it filed a complaint alleging that Toks, Inc., a shell company, and Ade O. Ogunjobi, Toks' founder, chairman and chief executive officer, are engaged in an ongoing fraudulent and unregistered offering of promissory note securities over the Internet. The complaint was filed in the U.S. District Court for the District of Columbia. Specifically, the complaint alleges that through the Toks Internet website, Toks and Ogunjobi are conducting an unregistered offering of "promissory notes" with the stated purpose of raising between $1 billion and $10 billion to pay Commission filing fees and otherwise finance tender offers for the stock of at least fifteen of the world's largest corporations. The complaint further alleges that Toks did not register the offering of the notes with the Commission despite the fact that the notes are securities, the offering does not qualify for any exemption from registration, and the notes are not exempt securities under the federal securities laws. According to the complaint, the offering is deceptive and fraudulent because, among other things, Toks has no assets, sales or revenues and Ogunjobi is its only employee, and thus Toks and Ogunjobi have no ability to conduct the contemplated tender offers. The complaint alleges that Toks' and Ogunjobi's previous effort to advance this fraudulent plan took place in 2001, when they filed a registration statement with the Commission setting forth a similar plan to raise billions of dollars to fund tender offers for a number large of corporations. The complaint further alleges that a stop order proceeding was instituted against Toks and Ogunjobi that resulted in a stop order being issued on January 8, 2002 that found the offering to be materially false and misleading. According to the complaint, despite the issuance of the stop order, Toks and Ogunjobi have continued, through an Internet website, to pursue essentially the same fraudulent plan since at least May 12, 2003. The complaint charges Toks and Ogunjobi with violating Section 5(c), a registration provision of the Securities Act of 1933, and Sections 17(a)(1) and 17(a)(3), antifraud provisions of the same Act. In addition, the Commission charges that Toks' and Ogunjobi's conduct violates Section 14(e) of the Securities Exchange Act of 1934 and Exchange Act Rules 14d-2(b) and 14e-8, tender offer provisions of the federal securities laws. The Commission is seeking final relief in the form of permanent injunctions enjoining Toks and Ogunjobi from future violations of the securities laws and rules named above and prohibiting them from acting as issuers, brokers or dealers in an unregistered offering, disgorgement of any illegally obtained proceeds, and civil penalties. The Commission has also asked the Court to grant interim relief that includes preliminary injunctions, an order barring the defendants from accepting any investor funds in connection with the offering, and an accounting to determine the full amount of any monies received by Toks and Ogunjobi as a result of the alleged conduct. [SEC v. Toks, Inc. and Ade O. Ogunjobi, 03 CV 01787, D.D.C.] (LR-18309) INVESTMENT COMPANY ACT RELEASES CORRECTION A summary in the August 22nd issue of the Digest pertaining to Fidelity Commonwealth Trust, et al. had an incorrect release number. The correct release number is IC-26166. HOLDING COMPANY ACT RELEASES INTERSTATE POWER AND LIGHT COMPANY A notice has been issued giving interested persons until Sept. 15, 2003, to request a hearing on a proposal by Interstate Power and Light Company (IP&L), a wholly-owned, public-utility subsidiary of Alliant Energy Corporation, a registered holding company under the Act, to enter into an amendment of a nuclear fuel lease. (Rel. 35-27716) SELF-REGULATORY ORGANIZATIONS PROPOSED RULE CHANGES A proposed rule change (SR-Amex-2003-71) filed by the by the American Stock Exchange relating to the elimination of the Minor Floor Violation Disciplinary Committee 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 25. (Rel. 34- 48382) A proposed rule change has been submitted by the Municipal Securities Rulemaking Board (SR-MSRB-2003-07) to amend the MSRB's telemarketing rules to require participation in the National Do-Not-Call Registry. Publication of the notice in the Federal Register is expected during the week of August 25. (Rel. 34-48389) A proposed rule change has been submitted by the National Association of Securities Dealers (SR-NASD-2003-131) to amend the NASD's telemarketing rules to require members to participate in the National Do-Not-Call Registry. Publication of the notice in the Federal Register is expected during the week of August 25. (Rel. 34-48390) IMMEDIATE EFFECTIVENESS OF PROPOSED RULE CHANGE A proposed rule change filed by the National Association of Securities Dealers to extend the pilot period for fees for the National Quotation Data Service (SR-NASD-2003-132) has become effective under Section 19(b)(3)(A) of the Securities Exchange Act of 1934. Publication of the notice in the Federal Register is expected during the week of August 25. (Rel. 34-48386) A proposed rule change (SR-NASD-2003-117) filed by the National Association of Securities Dealers relating to changes to NASD Rules 7010(f) and 7050(d) to introduce fees for NASD members using the Financial Information Exchange protocol to connect to Nasdaq 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 August 25. (Rel. 34-48387) A proposed rule change (SR-CSE-2003-09) filed by The Cincinnati Stock Exchange relating to market order exposure requirements has become effective under Section 19(b)(3)(A) of the Securities Exchange Act of 1934. Publication of the notice in the Federal Register is expected during the week of August 25. (Rel. 34-48388) DELISTINGS GRANTED An order has been issued granting the application of the International Securities Exchange to strike from listing and registration certain call and put options contracts issued by The Options Clearing Corporation respecting the underlying securities of the following companies, effective at the opening of business on August 25: ishares Russell 1000 Index Fund (IWB) ishares Russell 2000 Value Index Fund (IWN) ishares Russell Midcap Growth Index Fund (IWP) ishares Russell Midcap Index Fund (IWR) ishares Russell Midcap Value Index Fund (IWS) ishares Russell 3000 Value Index Fund (IWW) ishares Russell 3000 Growth Index Fund (IWZ) Ocean Energy Inc. (OEI) Pharmacia Corporation (PHA) Pharmaceutical HOLDRs Trust (PPH) Hotels.com (ROOM) Telecomunicacoes Brasileiras S.A. (TBH) Materials Select Sector SPDR Fund (XLB) Industrial Select Sector SPDR Fund (XLI) Health Care Select Sector SPDR Fund (XLV) Consumer Discretionary Select Sector SPDR Fund (XLY) (Rel. 34-48399) An order has been issued granting the application of the American Stock Exchange to strike from listing and registration the common stock, $.001 par value, of Tenera Inc., effective at the opening of business on August 25. (Rel. 34-48400) An order has been issued granting the application of the American Stock Exchange to strike from listing and registration the common stock $.01, par value, of Antex Biologics, Inc., at the opening of business on August 25. (Rel. 34-48401) 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 RF MICRO DEVICES INC, 7628 THORNDIKE ROAD, GREENSBORO, NC, 27409-9421, 3369317042 - 30,145,755 ($230,000,000.00) Debt Convertible into Equity, (File 333-108141 - Aug. 22) (BR. 36) S-3 NETGURU INC, 22700 SAVI RANCH PARKWAY, YORBA LINDA, CA, 92887, 7149742500 - 3,278,158 ($3,671,536.00) Equity, (File 333-108142 - Aug. 22) (BR. 03) S-8 BOUNDARIES CAPITAL INC, 789 WEST PENDER STREET, SUITE 460, VANCOUVER BC, A1, V6C 1H2, 6046466906 - 5,000,000 ($1,250,000.00) Equity, (File 333-108143 - Aug. 22) (BR. 04) S-3 COMMERCE ONE INC / DE/, 4440 ROSEWOOD DRIVE, PLEASANTON, CA, 94588, 925-520-6000 - 12,554,431 ($26,552,621.57) Equity, (File 333-108144 - Aug. 22) (BR. 03) S-3 PAIN THERAPEUTICS INC, 6506248200 - 8,797,500 ($60,350,850.00) Equity, (File 333-108145 - Aug. 22) (BR. 01) S-3 ANTEON INTERNATIONAL CORP, 3211 JERMANTOWNE ROAD, SUITE 700, FAIRFAX, VA, 22030-2801, (703) 246-0200 - 6,325,000 ($219,319,375.00) Equity, (File 333-108147 - Aug. 22) (BR. 03) S-8 HUBBELL INC, 584 DERBY MILFORD RD, ORANGE, CT, 06477-4024, 2037994100 - 0 ($95,532,000.00) Equity, (File 333-108148 - Aug. 22) (BR. 36) S-8 WPP GROUP PLC, 27 FARM ST, WIJ 5RJ, LONDON ENGLAND, 011442074082204 - 3,675,000 ($33,369,000.00) Equity, (File 333-108149 - Aug. 22) (BR. 02) S-3 ATS MEDICAL INC, 3905 ANNAPOLIS LA, SUITE 105, MINNEAPOLIS, MN, 55447, 6125537736 - 0 ($15,972,000.00) Equity, (File 333-108150 - Aug. 22) (BR. 36) S-8 FBL FINANCIAL GROUP INC, 5400 UNIVERSITY AVE, WEST DES MOINES, IA, 50266, 5152255400 - 500,000 ($11,415,000.00) Equity, (File 333-108151 - Aug. 22) (BR. 01) S-8 FBL FINANCIAL GROUP INC, 5400 UNIVERSITY AVE, WEST DES MOINES, IA, 50266, 5152255400 - 30,000 ($684,900.00) Equity, (File 333-108152 - Aug. 22) (BR. 01) S-8 WORLD AM COMMUNICATIONS INC, 1400 W 122ND AVENUE STE 104, WESTMINSTER, CO, 80234, 3034520022 - 0 ($382,500.00) Equity, (File 333-108153 - Aug. 22) (BR. 08) S-8 TRANSGLOBE ENERGY CORP, 330 - 5TH AVENUE S.W., SUITE 2900, CALGARY ALBERTA, A0, T2P 0L4, 4032649888 - 7,103,580 ($4,972,506.00) Equity, (File 333-108155 - Aug. 22) (BR. 04) S-3 MISSISSIPPI POWER CO, 2992 W BEACH, GULFPORT, MS, 39501, 2288641211 - 345,000,000 ($345,000,000.00) Unallocated (Universal) Shelf, (File 333-108156 - Aug. 22) (BR. 02) S-2 UNIFIED WESTERN GROCERS INC, 5200 SHEILA STREET, COMMERCE, CA, 90040, 3232645200 - 650,000 ($91,203,500.00) Equity, (File 333-108159 - Aug. 22) (BR. 04) S-8 PETSMART INC, 19601 N 27TH AVE, STE C-100, PHOENIX, AZ, 85027, 6235806100 - 7,000,000 ($137,375,000.00) Equity, (File 333-108160 - Aug. 22) (BR. 02) S-8 FBL FINANCIAL GROUP INC, 5400 UNIVERSITY AVE, WEST DES MOINES, IA, 50266, 5152255400 - 5,000,000 ($114,150,000.00) Equity, (File 333-108161 - Aug. 22) (BR. 01) S-8 NOBLE ENERGY INC, 350 GLENBOROUGH, SUITE 100, HOUSTON, TX, 77067, 2818723100 - 5,250,000 ($203,280,000.00) Equity, (File 333-108162 - Aug. 22) (BR. 04) S-8 KENDLE INTERNATIONAL INC, 441 VINE ST, STE 700, CINCINNATI, OH, 45202, 5137631414 - 25,000 ($116,250.00) Equity, (File 333-108163 - Aug. 22) (BR. 01) S-3 PEPSIAMERICAS INC/IL/, 4000 DAIN RAUSCHER PLAZA, 60 SOUTH SIXTH STREET, MINNEAPOLIS, MN, 55402, 612-661-4000 - 0 ($1,000,000,000.00) Other, (File 333-108164 - Aug. 22) (BR. 02) S-1 XCEL PHARMACEUTICALS INC, 6363 GREENWICH DRIVE, SUITE 100, SAN DIEGO, CA, 92121, 8582022700 - 0 ($75,000,000.00) Equity, (File 333-108165 - Aug. 22) (BR. 01) S-3 BOWATER INC, 55 EAST CAMPERDOWN WAY, P O BOX 1028, GREENVILLE, SC, 29601, 8642717733 - 0 ($750,000,000.00) Other, (File 333-108166 - Aug. 22) (BR. 04) S-8 CAMBRIDGE HEART INC, ONE OAK PARK DR, BEDFORD, MA, 01730, 7812711200 - 0 ($2,970,000.00) Equity, (File 333-108167 - Aug. 22) (BR. 36) S-4 BOWATER INC, 55 EAST CAMPERDOWN WAY, P O BOX 1028, GREENVILLE, SC, 29601, 8642717733 - 0 ($400,000,000.00) Non-Convertible Debt, (File 333-108168 - Aug. 22) (BR. 04) S-8 UNITED THERAPEUTICS CORP, 1110 SPRING ST, SILVER SPRING, MD, 20910, 3016089292 - 0 ($15,668,364.31) Equity, (File 333-108169 - Aug. 22) (BR. 01) S-4 REDBACK NETWORKS INC, 300 HOLGER WAY, SAN JOSE, CA, 95134, 4087505000 - 0 ($93,657,284.00) Equity, (File 333-108170 - Aug. 22) (BR. 03) S-4 SKY FINANCIAL GROUP INC, 221 SOUTH CHURCH STREET, BOWLING GREEN, OH, 43402, 4193276300 - 1,787,035 ($39,749,451.00) Equity, (File 333-108171 - Aug. 22) (BR. 07) S-8 PENN NATIONAL GAMING INC, 825 BERKSHIRE BLVD STE 200, WYOMISSING PROFESSIONAL CENTER, WYOMISSING, PA, 19610, 6103732400 - 0 ($128,940,000.00) Equity, (File 333-108173 - Aug. 22) (BR. 05) S-3 S&T BANCORP INC, 43 SOUTH NINTH ST, P O BOX 190, INDIANA, PA, 15701, 7244651466 - 0 ($150,000,000.00) Unallocated (Universal) Shelf, (File 333-108174 - Aug. 22) (BR. 07) S-8 CYPRESS SEMICONDUCTOR CORP /DE/, 3901 N FIRST ST, SAN JOSE, CA, 95134-1599, 4089432600 - 1,500,000 ($24,015,000.00) Equity, (File 333-108175 - Aug. 22) (BR. 36) S-3 DELTA AIR LINES INC /DE/, HARTSFIELD ATLANTA INTL AIRPORT, 1030 DELTA BLVD, ATLANTA, GA, 30354-1989, 4047152600 - 0 ($350,000,000.00) Debt Convertible into Equity, (File 333-108176 - Aug. 22) (BR. 05) S-3 UNIVERSAL AUTOMOTIVE INDUSTRIES INC /DE/, 11859 S CENTRAL AVE, ALSIP, IL, 60803, 708-293-40 - 0 ($6,989,050.00) Equity, (File 333-108177 - Aug. 22) (BR. 05) S-8 TRIPATH TECHNOLOGY INC, 408-567-3000 - 7,977,089 ($11,008,382.82) Other, (File 333-108178 - Aug. 22) (BR. 36) S-8 FERRO CORP, 1000 LAKESIDE AVE, CLEVELAND, OH, 44114-1183, 2166418580 - 3,250,000 ($71,792,500.00) Equity, (File 333-108179 - Aug. 22) (BR. 02) S-4 PMC COMMERCIAL TRUST /TX, 18111 PRESTON RD, DALLAS, TX, 75252, 972-349-3200 - 0 ($55,711,525.00) Equity, (File 333-108180 - Aug. 22) (BR. 08) S-4 SMITHFIELD FOODS INC, 200 COMMERCE STREET, EXECUTIVE OFFICE BUILDING, SMITHFIELD, VA, 23430, 7573653000 - 0 ($350,000,000.00) Non-Convertible Debt, (File 333-108181 - Aug. 22) (BR. 04) S-3D HEALTHCARE SERVICES GROUP INC, 2159381661 - 1,000,000 ($16,410,000.00) Equity, (File 333-108182 - Aug. 22) (BR. 08) S-8 SILVERADO GOLD MINES LTD, 1111 WEST GEORGIA ST, SUITE 505, VANCOUVER BC CANADA, A1, V6E 4M3, 6046891535 - 3,100,000 ($666,500.00) Equity, (File 333-108183 - Aug. 22) (BR. 04) S-3 BIOPURE CORP, 11 HURLEY ST, CAMBRIDGE, MA, 02141, 6172346500 - 193,474 ($894,075.00) Other, (File 333-108184 - Aug. 22) (BR. 01) SB-2 GREAT LAKES CAPITAL ACCEPTANCE LLC, 0 ($25,000,000.00) Equity, (File 333-108187 - Aug. 22) (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 ---------------------------------------------------------------------------------- ABBOTT LABORATORIES IL X X 08/22/03 ABN AMRO MORTGAGE CORP DE X X 08/22/03 ACCESS SOLUTIONS INTERNATIONAL INC DE X X 08/21/03 ADA-ES INC CO X 08/22/03 ADVANCE AUTO PARTS INC DE X X 08/21/03 AFC ENTERPRISES INC MN X X 08/22/03 AHL SERVICES INC GA X X 08/19/03 ALLEGIANCE TELECOM INC DE X 08/19/03 AMERICA SERVICE GROUP INC /DE DE X X 08/22/03 AMERIQUEST MORT SEC INC ASSET BACK PS DE X X 05/14/03 AMKOR TECHNOLOGY INC DE X 04/30/03 AMEND ANC RENTAL CORP DE X X 08/21/03 ANTS SOFTWARE INC DE X 08/22/03 APPLIED DIGITAL SOLUTIONS INC MO X X 08/11/03 ASHLAND INC KY X 08/22/03 ASPEN TECHNOLOGY INC /DE/ DE X X 08/13/03 ASTEA INTERNATIONAL INC DE X X 08/21/03 ATCHISON CASTING CORP KS X X 08/21/03 ATLANTIC COAST AIRLINES HOLDINGS INC DE X 08/22/03 AUTO DATA NETWORK DE X X 08/20/03 AMEND AXIOM PHARMACEUTICALS INC NV X X 08/22/03 AXTIVE CORP DE X 08/08/03 AMEND B&G FOODS INC DE X X 08/21/03 BALDWIN TECHNOLOGY CO INC DE X X 08/18/03 BANCSHARES OF FLORIDA INC FL X 08/15/03 BARRY R G CORP /OH/ OH X X 08/21/03 BELL MICROPRODUCTS INC CA X X 08/21/03 BIG LOTS INC OH X 08/22/03 BLACK HILLS CORP /SD/ SD X X 08/21/03 BOOKS A MILLION INC DE X 08/02/03 BORDERS GROUP INC DE X X 04/27/03 CADENCE DESIGN SYSTEMS INC DE X X 08/21/03 CAL MAINE FOODS INC DE X X 08/18/03 CANARGO ENERGY CORP DE X 08/19/03 CAPITAL AUTO RECEIVABLES INC DE X X 08/15/03 CATHAY BANCORP INC DE X X 08/22/03 CBL & ASSOCIATES PROPERTIES INC DE X X 08/06/03 CHAMPION INDUSTRIES INC WV 08/22/03 CHELL GROUP CORP NY X X 08/21/03 CITIZENS BANCSHARES CORP /GA/ GA X 08/22/03 COMMUNITY CAPITAL CORP /SC/ SC X X 08/22/03 CONCURRENT COMPUTER CORP/DE DE X 08/21/03 CONTINENTAL INFORMATION SYSTEMS CORP NY X 08/15/03 CORTEX PHARMACEUTICALS INC/DE/ DE X X 08/21/03 CORTEX SYSTEMS INC NV X X X 08/22/03 COSI INC DE X X 08/18/03 CSFB MORTGAGE-BACKED PASS-THROUGH CER DE X 08/22/03 CSFB SEC CORP CSFB MORT BACKED PASS T DE X 08/22/03 CTC COMMUNICATIONS GROUP INC DE X 08/22/03 CURAGEN CORP DE X 08/21/03 CWABS INC DE X X X 08/22/03 CWMBS INC DE X X 08/22/03 CWMBS INC DE X X 06/27/03 CWMBS INC DE X X 06/30/03 CWMBS INC DE X X 05/30/03 CWMBS INC DE X X 06/27/03 CWMBS INC DE X X 06/30/03 CWMBS INC DE X X 06/30/03 CWMBS INC DE X X 06/30/03 CWMBS INC DE X X 06/30/03 CWMBS INC DE X X 05/30/03 DAN RIVER INC /GA/ GA X 08/22/03 DERMA SCIENCES INC PA X 08/14/03 DEX MEDIA EAST LLC DE X 08/15/03 AMEND DIVOT GOLF CORP DE X 08/21/03 DOTRONIX INC MN X X 08/22/03 DUANE READE INC DE X X 08/22/03 EARTH SCIENCES INC CO X 08/22/03 ECC INTERNATIONAL CORP DE X X 08/21/03 EDISON INTERNATIONAL CA X X 08/21/03 ELECTRONICS BOUTIQUE HOLDINGS CORP DE X 08/21/03 ELINEAR INC DE X X 08/21/03 EMERGISOFT HOLDING INC NV X X 08/22/03 EMPYREAN COMMUNICATIONS INC NV X 08/22/03 EMTEC INC/NJ UT X X 08/22/03 ENCORE CAPITAL GROUP INC DE X 08/22/03 EPHONE TELECOM INC FL X X X 08/05/03 EVERGREENBANCORP INC WA X X 08/19/03 FIELDPOINT PETROLEUM CORP CO X X 08/21/03 FINANCIAL INDUSTRIES CORP TX X X 08/22/03 FIND SVP INC NY X X 08/18/03 FIRST FEDERAL BANKSHARES INC DE X 08/21/03 FIRST FINANCIAL HOLDINGS INC /DE/ DE 08/21/03 FISHER SCIENTIFIC INTERNATIONAL INC DE X 08/22/03 FOG CUTTER CAPITAL GROUP INC MD X X 08/15/03 FORTUNE FINANCIAL INC FL X X 08/12/03 GARMIN LTD X X 08/22/03 GENAERA CORP DE X X 08/22/03 GENTEK INC DE X 08/21/03 GENVEC INC DE X X X 08/21/03 GLYCOGENESYS INC NV X X 08/22/03 HEALTH NET INC DE X 08/18/03 HELIX BIOMEDIX INC DE X 08/22/03 HENRY JACK & ASSOCIATES INC DE X 08/22/03 HFC REVOLVING CORP DE X X 08/20/03 HOLLY CORP DE X X 08/21/03 HOMASOTE CO NJ X 06/30/03 HUMANA INC DE X 08/21/03 INDYMAC MBS INC X X 08/22/03 INTEL CORP DE X 08/22/03 INTERNAP NETWORK SERVICES CORP DE X X 08/22/03 J CREW GROUP INC NY X 08/22/03 JACKSONVILLE BANCORP INC /FL/ FL X 08/18/03 KAANAPALI LAND LLC X X 08/05/03 AMEND KANSAS CITY SOUTHERN DE X X 08/21/03 KERR MCGEE CORP /DE DE X X 08/22/03 LEUCADIA NATIONAL CORP NY X X 08/21/03 LIFEPOINT INC DE X 06/30/03 LTV CORP DE X X 08/20/03 LUCENT TECHNOLOGIES INC DE X 08/22/03 MACQUARIE SECURITISATION LTD PUMA GLO DE X X 08/19/03 AMEND MED DIVERSIFIED INC NV X 08/21/03 MEDIX RESOURCES INC CO X 08/21/03 METROPOLITAN MORTGAGE & SECURITIES CO WA X 08/22/03 MID AMERICA APARTMENT COMMUNITIES INC TN X X 08/22/03 MILLENNIUM CHEMICALS INC DE X X 08/21/03 AMEND MILTOPE GROUP INC DE 08/22/03 MOMENTUM HOLDINGS CORP DE X 08/19/03 MONEY STORE COMMERCIAL MORTGAGE INC NJ X X 08/15/03 MONEY STORE INVESTMENT CORP NJ X X 08/15/03 MONEY STORE SBA ADJUSTABLE RATE CERTI NJ X X 08/15/03 MORTGAGE ASSET SECURITIZATION TRANSAC DE X X 08/20/03 MS STRUCTURED ASSET CORP DE X 08/20/03 NATIONAL STEEL CORP DE X 08/22/03 NAVISITE INC DE X X 08/08/03 NELSON THOMAS INC TN X 08/22/03 NISSAN AUTO RECEIVABLES 2003-B OWNER DE X 08/15/03 NORTHWEST BANCORP INC PA X X 08/21/03 NVIDIA CORP DE X 08/19/03 OCCUPATIONAL HEALTH & REHABILITATION DE X 08/21/03 ONECAP NV X X 08/18/03 OVERTURE SERVICES INC DE X X 08/13/03 PAVILION BANCORP INC X X 08/22/03 PEOPLES ENERGY CORP IL X X 08/21/03 PHARMACYCLICS INC DE X 08/21/03 PHOENIX FOOTWEAR GROUP INC DE X X 08/07/03 PIEDMONT NATURAL GAS CO INC NC X 08/22/03 PNM RESOURCES INC NM X 03/31/03 PNM RESOURCES INC NM X 08/22/03 POLAR MOLECULAR HOLDING CORP DE X X 08/21/03 POPE RESOURCES LTD PARTNERSHIP DE X X 08/21/03 PRAB INC MI X X 08/22/03 PRECISION AUTO CARE INC VA X 08/20/03 PUBLIX SUPER MARKETS INC FL X 08/22/03 QUICKSILVER RESOURCES INC DE X X 08/20/03 RAMCO GERSHENSON PROPERTIES TRUST MA X 08/16/83 RESIDENTIAL ASSET MORT PROD INC GMACM DE X X 08/25/02 RESIDENTIAL ASSET MORT PRODUCTS INC G DE X X 05/25/03 RESIDENTIAL ASSET MORT PRODUCTS INC G DE X X 06/25/03 RESIDENTIAL ASSET MORT PRODUCTS INC G DE X X 07/25/03 RESIDENTIAL ASSET MORT PRODUCTS INC G DE X X 08/15/03 RESIDENTIAL ASSET MORT PRODUCTS INC G DE X X 08/25/02 RESIDENTIAL ASSET MORTGAGE PROD INC G DE X X 08/15/03 RESIDENTIAL ASSET MORTGAGE PRODUCTS I DE X X 08/21/03 RESIDENTIAL ASSET MORTGAGE PRODUCTS I DE X X 08/22/03 RESIDENTIAL ASSET SECURITIES CORP DE X X 08/22/03 RESIDENTIAL ASSET SECURITIES CORP DE X X 08/21/03 RICHARDSON ELECTRONICS LTD/DE DE X 08/22/03 RIVERSTONE NETWORKS INC DE X X 08/20/03 ROCKPORT HEALTHCARE GROUP INC DE X X 08/21/03 RTG VENTURES INC FL X X 07/28/03 RURBAN FINANCIAL CORP OH X 06/18/03 AMEND SCANSOFT INC DE X X 08/11/03 SCHERING PLOUGH CORP NJ X 08/21/03 SCHERING PLOUGH CORP NJ X X 08/22/03 AMEND SENECA FOODS CORP /NY/ NY X X 08/22/03 SHUFFLE MASTER INC MN 08/21/03 SIERRA HEALTH SERVICES INC NV X 08/15/03 SILVER BUTTE MINING CO X 08/22/03 SONIC FOUNDRY INC MD X 08/15/03 SORRENTO NETWORKS CORP NJ X X 08/08/03 SOUTHERN CALIFORNIA EDISON CO CA X X 08/21/03 STONE & WEBSTER INC DE X X 08/12/03 STRATEGIC CAPITAL RESOURCES INC DE X X 08/14/03 AMEND SURGICARE INC/DE DE X 08/22/03 THOMAS GROUP INC DE X X 08/19/03 UNION PLANTERS CORP TN X 08/22/03 UNITED RENTALS INC /DE DE X 08/14/03 UNITEDGLOBALCOM INC DE X X 08/19/03 AMEND UNIVERSAL MONEY CENTERS INC MO X X 08/21/03 UNIZAN FINANCIAL CORP OH X X 08/22/03 V F CORP PA X 08/22/03 VIASTAR HOLDINGS INC NV X 08/06/03 WASHINGTON MUTUAL MORTGAGE SECURITIES DE X 08/22/03 WAVE SYSTEMS CORP DE X 08/14/03 WELLS FARGO ASSET SECURITIES CORP DE X X 08/22/03 WICKES INC DE X 08/22/03 WILLIAMS CONTROLS INC DE X X 08/21/03 WINDSOR WOODMONT BLACK HAWK RESORT CO CO X X 08/20/03 WINTER SPORTS INC /NEW MT X X 08/18/03 WORLDWIDE RESTAURANT CONCEPTS INC DE X 08/22/03 XRG INC DE X X 08/22/03 ZIMMER HOLDINGS INC DE X X 08/22/03 ZYGO CORP DE X 08/21/03