SEC NEWS DIGEST Issue 2004-165 August 26, 2004 COMMISSION ANNOUNCEMENTS SEC PROPOSES TO POSTPONE FOR ONE YEAR THE FINAL PHASE-IN PERIOD FOR ACCELERATION OF PERIODIC REPORT FILING DATES On August 24, the Commission approved issuance of a release proposing to temporarily postpone, for one year, the final phase-in period for acceleration of periodic report deadlines that apply to larger companies known as “accelerated filers.” Under the proposal, the current deadline for accelerated filers would remain at 75 days for an additional year and at 40 days after quarter end for quarterly reports. The accelerated filing phase-in period would resume for reports filed for fiscal years ending on or after Dec. 15, 2005, when an accelerated filer would have to file its annual report within 60 days after year end and file its quarterly reports within 35 days after quarter end. This would complete the phase-in and these deadlines would remain in place for all subsequent periods. SEC rules define an “accelerated filer” as a company that · has a public float of at least $75 million; · has been subject to the SEC’s periodic reporting requirements for at least 12 months and has filed one annual report; and · is not eligible to use the SEC’s small business reporting forms. Comments on the proposal should be submitted to the Commission within 30 days of the date of its publication in the Federal Register. The full text of the release describing the proposal has been posted on the SEC Web site at http://www.sec.gov/rules/proposed.shtml. (Press Rel. 2004- 121) ENFORCEMENT PROCEEDINGS IN THE MATTER OF ANDREW SEARS On August 25, the Commission issued an Order Instituting Administrative Proceedings Pursuant to Section 15(b) of the Securities Exchange Act of 1934, Making Findings, and Imposing Remedial Sanctions (Order) against Andrew Sears (Sears) based on the entry of a consent judgment of permanent injunction against him. The Order finds that on Nov. 26, 2002, the U.S. District Court for the District of Utah entered a Final Consent Judgment of Permanent Injunction and Other Relief as to Defendant Andrew Sears (Final Judgment) that, among other things, permanently enjoins Sears from violating Section 17(a) of the Securities Act of 1933 and Section 10(b) of the Exchange Act and Rule 10b-5 thereunder. Sears consented to the entry of the Final Judgment without admitting or denying the allegations in the underlying complaint, except as to jurisdiction. As stated in the Order, the Commission filed the complaint against Sears and others on Dec. 18, 1997, alleging, among other things, that from approximately August 1996 through September 1996, Sears engaged in a fraudulent scheme to manipulate the market for the securities of Golf Ventures, Inc. (GVI), a public company located in Salt Lake City, Utah that filed for bankruptcy in July 1999 and subsequently ceased all operations. Sears executed the scheme by accepting undisclosed bribe payments from a GVI representative in exchange for Sears’ promise to sell GVI securities to his retail customers. Based on the above, the Order bars Sears from association with any broker or dealer. Sears consented to the issuance of the Order without admitting or denying any of the allegations therein, except as to the Commission’s jurisdiction over him and over the matters set forth in the Order and the entry of the Final Judgment. (Rel. 34-50256; File No. 3- 11606) IN THE MATTER OF DAVID KNUDSON On August 25, the Commission issued of an Order Instituting Public Administrative Proceedings Pursuant to Section 15(b) of the Securities and Exchange Act of 1934 (Exchange Act), Making Findings and Imposing Remedial Sanctions (Order) against David L. Knudson (Knudson). The Order finds that on Jan. 23, 2004, the Commission filed a complaint against Knudson and other defendants in SEC v. Kings Real Estate Investment Trust, et al. (Civil Action No. 5:04-04006)(USDC/District of Kansas). On Aug. 6, 2004, the court entered a final judgment against Knudson, by consent, permanently enjoining him from future violations of Sections 5(a), 5(c), and 17(a) of the Securities Act of 1933 and Sections 10(b) and 15(a) of the Exchange Act and Rule 10b-5 thereunder. The Order further finds that the Commission’s complaint alleged that Knudson and the other defendants, between February 2003 and January 2004, raised approximately $2.9 million in Kansas and other states through sales of securities, in the form of units of beneficial interest. The Commission further alleges that in selling these securities, Knudson and the other defendants made materially false and misleading statements and omissions regarding the use of investor proceeds, and the potential return on, and liquidity and risk of Kings REIT securities. Based on the above, the Order bars Knudson from association with a broker or dealer. Knudson consented to the issuance of the Order without admitting or denying any of the findings in the Order. (Rel. 34- 50257; File No. 3-11607) IN THE MATTER OF VAN BRIGHTON On August 25, the Commission issued an Order Instituting Public Administrative Proceedings Pursuant to Section 15(b) of the Securities and Exchange Act of 1934 (Exchange Act), Making Findings and Imposing Remedial Sanctions (Order) against Van E. Brighton (Brighton). The Order finds that on Jan. 23, 2004, the Commission filed a complaint against Brighton and other defendants in SEC v. Kings Real Estate Investment Trust, et al. (Civil Action No. 5:04-04006) (USDC/District of Kansas). On Aug. 6, 2004, the court entered a final judgment against Brighton, by consent, permanently enjoining him from future violations of Sections 5(a), 5(c), and 17(a) of the Securities Act of 1933 and Sections 10(b) and 15(a) of the Exchange Act and Rule 10b-5 thereunder. The Order further finds that the Commission’s complaint alleged that Brighton and the other defendants, between February 2003 and January 2004, raised approximately $2.9 million in Kansas and other states through sales of securities, in the form of units of beneficial interest. The Commission further alleges that in selling these securities, Brighton and the other defendants made materially false and misleading statements and omissions regarding the use of investor proceeds, and the potential return on, and liquidity and risk of Kings REIT securities. Based on the above, the Order bars Brighton from association with a broker or dealer. Brighton consented to the issuance of the Order without admitting or denying any of the findings in the Order. (Rel. 34- 50258; File No. 3-11608) REVOCATION OF REGISTRATION OF SECURITIES OF CYBERGATE, INC. On August 25, the Commission revoked the registration of securities of Cybergate, Inc., of Salt Lake City, Utah, registered with the Commission pursuant to Section 12 of the Securities Exchange Act of 1934 (Exchange Act) effective immediately pursuant to Section 12(j) of the Exchange Act. In its Order Making Findings and Imposing Remedial Sanctions Pursuant to Section 12(j) of the Securities Exchange Act of 1934, the Commission found the following: 1. Cybergate, Inc. (CIK No. 1017307) (a/k/a Mortgage Financial Link.Com, Inc.), a Nevada corporation based in Salt Lake City, Utah is a mortgage company. The securities registered were a class of common stock par value $0.001 of Cybergate, and have been registered under Exchange Act Section 12(g) since Aug. 30, 2000. The securities have not publicly traded. 2. Cybergate has failed to comply with Exchange Act Section 13(a) and Rules 13a-1 and 13a-13 thereunder, while its securities were registered with the Commission in that it has not filed a periodic report since the period ending Sept. 30, 2001. 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 Section 12(j) provides, in pertinent part, as follows: No member of a national securities exchange, broker, or dealer shall make use of the mails or any means or instrumentality of interstate commerce to effect any transaction in, or to induce the purchase or sale of, any security the registration of which has been and is suspended or revoked pursuant to the preceding sentence. Without admitting or denying the facts or allegations in the Order Making Findings and Imposing Remedial Sanctions Pursuant to Section 12(j) of the Securities Exchange Act of 1934, Cybergate, Inc. consented to the entry of an order finding that it had failed to comply with Exchange Act Section 13(a) and Rules 13a-1 and 13a-13 thereunder and revoking its registration. (Rel. 34-50260; File No. 3-11512) REVOCATION OF REGISTRATION OF SECURITIES OF eLOCITY NETWORKS, INC. On August 25, the Commission revoked the registration of securities of eLocity Networks, Inc., of Sarasota, Florida, registered with the Commission pursuant to Section 12 of the Securities Exchange Act of 1934 (Exchange Act) effective immediately pursuant to Section 12(j) of the Exchange Act. In its Order Making Findings and Imposing Remedial Sanctions Pursuant to Section 12(j) of the Securities Exchange Act of 1934, the Commission found the following: 1. eLocity (CIK No. 1017126), a Nevada corporation based in Sarasota, Florida, is not engaged in any business. The securities, common stock, par value $.001 of eLocity have been registered under Exchange Act Section 12(g) since August 30, 2000. The securities have not publicly traded. 2. eLocity has failed to comply with Exchange Act Section 13(a) and Rules 13a-1 and 13a-13 thereunder, while its common stock was registered with the Commission in that it has not filed a periodic report since the period ending September 30, 2001. 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 Section 12(j) provides, in pertinent part, as follows: No member of a national securities exchange, broker, or dealer shall make use of the mails or any means or instrumentality of interstate commerce to effect any transaction in, or to induce the purchase or sale of, any security the registration of which has been and is suspended or revoked pursuant to the preceding sentence. Without admitting or denying the facts or allegations in the Order Making Findings and Imposing Remedial Sanctions Pursuant to Section 12(j) of the Securities Exchange Act of 1934, eLocity Networks, Inc. consented to the entry of an order finding that it had failed to comply with Exchange Act Section 13(a) and Rules 13a-1 and 13a-13 thereunder and revoking its registration. (Rel. 34-50261; File No. 3-11512) REVOCATION OF REGISTRATION OF SECURITIES OF CYBER TENNIS, INC. On August 25, the Commission revoked the registration of securities of Cyber Tennis, Inc., of Salt Lake City, Utah, registered with the Commission pursuant to Section 12 of the Securities Exchange Act of 1934 (Exchange Act) effective immediately pursuant to Section 12(j) of the Exchange Act. In its Order Making Findings and Revoking Registration of Securities Pursuant to Section 12(j) of the Securities Exchange Act of 1934, the Commission found the following: 1. Cyber Tennis (CIK No. 1016029), a Nevada corporation based in Salt Lake City, Utah, is a shell corporation. The securities described as common stock, par value $0.001, of Cyber Tennis have been registered under Exchange Act Section 12(g) since May 10, 2001. The securities have not publicly traded. 2. Cyber Tennis has failed to comply with Exchange Act Section 13(a) and Rules 13a-1 and 13a-13 thereunder, while its common stock was registered with the Commission in that it has not filed a periodic report since the period ending June 30, 2002. 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 Section 12(j) provides, in pertinent part, as follows: No member of a national securities exchange, broker, or dealer shall make use of the mails or any means or instrumentality of interstate commerce to effect any transaction in, or to induce the purchase or sale of, any security the registration of which has been and is suspended or revoked pursuant to the preceding sentence. Without admitting or denying the facts or allegations in the Order Making Findings and Revoking Registration of Securities Pursuant to Section 12(j) of the Securities Exchange Act of 1934, Cyber Tennis, Inc. consented to the entry of an order finding that it had failed to comply with Exchange Act Section 13(a) and Rules 13a-1 and 13a-13 thereunder and revoking its registration. (Rel. 34-50264; File No. 3-11512) REVOCATION OF REGISTRATION OF SECURITIES OF CYBERWHOLESALE, INC. On August 25, the Commission revoked the registration of securities of Cyberwholesale, Inc., of Salt Lake City, Utah, registered with the Commission pursuant to Section 12 of the Securities Exchange Act of 1934 (Exchange Act) effective immediately pursuant to Section 12(j) of the Exchange Act. In its Order Making Findings and Revoking Registration of Securities Pursuant to Section 12(j) of the Securities Exchange Act of 1934, the Commission found the following: 1. Cyberwholesale (CIK No. 1016075), a Nevada corporation based in Salt Lake City, Utah, is a shell corporation. The securities described as common stock, par value $0.001, of Cyberwholesale have been registered under Exchange Act Section 12(g) since May 9, 2001. The securities have not publicly traded. 2. Cyberwholesale has failed to comply with Exchange Act Section 13(a) and Rules 13a-1 and 13a-13 thereunder, while its common stock was registered with the Commission in that it has not filed a periodic report since the period ending June 30, 2002. 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 Section 12(j) provides, in pertinent part, as follows: No member of a national securities exchange, broker, or dealer shall make use of the mails or any means or instrumentality of interstate commerce to effect any transaction in, or to induce the purchase or sale of, any security the registration of which has been and is suspended or revoked pursuant to the preceding sentence. Without admitting or denying the facts or allegations in the Order Making Findings and Revoking Registration of Securities Pursuant to Section 12(j) of the Securities Exchange Act of 1934, Cyberwholesale, Inc. consented to the entry of an order finding that it had failed to comply with Exchange Act Section 13(a) and Rules 13a-1 and 13a-13 thereunder and revoking its registration. (Rel. 34-50265; File No. 3- 11512) REVOCATION OF REGISTRATION OF SECURITIES OF GOLDEN OPPORTUNITY DEVELOPMENT CORP. The Commission announced the revocation of the registration of securities of Golden Opportunity Development Corp., of Salt Lake City, Utah, registered with the Commission pursuant to Section 12 of the Securities Exchange Act of 1934 (Exchange Act) effective immediately pursuant to Section 12(j) of the Exchange Act. In its Order Making Findings and Revoking Registration of Securities Pursuant to Section 12(j) of the Securities Exchange Act of 1934, the Commission found the following: 1. Golden Opportunity (CIK No. 1083162), a Nevada corporation based in Salt Lake City, Utah, is a shell corporation. The securities described as common stock, par value of $0.001, of Golden Opportunity have been registered under Exchange Act Section 12(g) since October 15, 1999. The securities have not publicly traded. 2. Golden Opportunity has failed to comply with Exchange Act Section 13(a) and Rules 13a-1 and 13a-13 thereunder, while its common stock was registered with the Commission in that it has not filed a periodic report since the period ending September 30, 2002. 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 Section 12(j) provides, in pertinent part, as follows: No member of a national securities exchange, broker, or dealer shall make use of the mails or any means or instrumentality of interstate commerce to effect any transaction in, or to induce the purchase or sale of, any security the registration of which has been and is suspended or revoked pursuant to the preceding sentence. Without admitting or denying the facts or allegations in the Order Making Findings and Revoking Registration of Securities Pursuant to Section 12(j) of the Securities Exchange Act of 1934, Golden Opportunity Development Corp. consented to the entry of an order finding that it had failed to comply with Exchange Act Section 13(a) and Rules 13a-1 and 13a- 13 thereunder and revoking its registration. (Rel. 34-50266; File No. 3- 11512) CREDIT SUISSE FIRST BOSTON AGREES TO $1 MILLION PENALTY AND UNDERTAKINGS TO ADDRESS SUPERVISORY FAILURES On August 26, the Commission instituted a settled administrative proceeding in the matter of Donaldson, Lufkin & Jenrette Securities Corp., predecessor in interest to Credit Suisse First Boston LLC (CSFB). The order finds that the firm failed reasonably to supervise R. Christopher Hanna, a former registered representative associated with CSFB. From at least 1997 to May 2001, Hanna defrauded customers by misappropriating funds, and sending falsified account documents. By the time that CSFB terminated Hanna on May 18, 2001, he had misappropriated over $8 million from customers – transferring at least $3.2 million of that amount to himself via a currency exchange house and his personal bank accounts in South America. Without admitting or denying the findings of the Commission, CSFB consented to a finding that it failed reasonably to supervise Hanna with a view toward preventing his violations of the federal securities laws, as is required by Section 15(b)(4) of the Securities Exchange Act of 1934. As part of the action, CSFB agreed to a censure and will pay a $1 million penalty. CSFB has also agreed to undertake to retain an independent consultant, not unacceptable to the Commission staff, to review and evaluate the effectiveness of CSFB’s supervisory and compliance systems, policies and procedures designed to detect and prevent violations of the federal securities laws concerning: (1) alternative mailing addresses; (2) wire transfers to exchange houses; (3) journals between unrelated accounts; and (4) review of incoming and outgoing correspondence received and sent by facsimile machine. The Commission found the following failures at CSFB with respect to its supervision of Hanna. · The firm lacked an adequate system to enforce and apply its policies and procedures concerning the use of common mailing addresses. · CSFB did not have an adequate system for applying its policies concerning the transfer of funds from customer accounts to currency exchange houses. · The firm did not have policies or procedures in place reasonably designed to detect and prevent unauthorized inter-account journals. · CSFB did not have an adequate system to apply its policies regarding the review of outgoing and incoming correspondence received and transmitted by facsimile. (Rels. 33-8478; 34-50272; File No. 3-11609) IN THE MATTER OF U.S. TECHNOLOGIES, INC. On August 26, the Commission issued an Order Instituting Proceedings, Making Findings and Revoking Registration of Common Stock Pursuant to Section 12(j) of the Securities Exchange Act of 1934. The Order finds that it is necessary and appropriate for the protection of investors to revoke the registration of the common stock of UST pursuant to Section 12(j) of the Exchange Act. Based on the above, the Order revokes the registration of the common stock of UST pursuant to Section 12(j) of the Exchange Act. U.S. Technologies consented to the issuance of the Order without admitting or denying any of the findings therein. (Rel. 34-50273; File No. 3-11610); [SEC v. U.S. Technologies, Inc. and C. Gregory Earls, No. 1:02CV02495 (Robertson) D.D.C.] (LR-18857; AAE Rel. 2090) FINAL JUDGMENT OF PERMANENT INJUNCTION AND OTHER RELIEF ENTERED AGAINST DEFENDANTS IAN WILSON, RAY CHUNG, M. LAURIE CUMMINGS, DIRK GRIZZLE AND TIMOTHY ANDERSEN, FORMER SENIOR OFFICERS AND EMPLOYEES OF AURORA FOODS INC. The Commission announced that on August 3 the U.S. District Court for the Southern District of New York entered Final Judgments of Permanent Injunction and Other Relief against defendants Ian R. Wilson (Wilson), Ray Chung (Chung), M. Laurie Cummings (Cummings) and Timothy B. Andersen (Andersen), and on August 12, it entered a Final Judgment of Permanent Injunction and Other Relief against Dirk Grizzle (Grizzle). Wilson, the former Chief Executive Officer of Aurora Foods, Inc. (Aurora), Cummings, the former Chief Financial Officer, and Chung, the former Executive Vice- President, were each enjoined from future violations of Sections 10(b) and 13(b)(5) of the Securities Exchange Act of 1934 (Exchange Act) and Rules 10b-5, 13b2-1 and 13b2-2 thereunder, and from violations, as “control persons” pursuant to Section 20(a) of the Exchange Act, of Sections 13(a) and 13(b)(2) of the Exchange Act and Rules 12b-20, 13a-1 and 13a-13 thereunder. Andersen and Grizzle, both former division vice- presidents, were enjoined from violating Sections 10(b) and 13(b)(5) of the Exchange Act and Rules 10b-5 and 13b2-1 thereunder. All of the defendants consented to the entry of the final judgments without admitting or denying the allegations in the Commission’s complaint. In addition to the injunctive relief, Wilson, Chung, Cummings and Grizzle were permanently barred from serving as an officer or director of a public company. Wilson, Chung, Cummings and Grizzle were also ordered to pay disgorgement of their ill-gotten gains and prejudgment interest in the amounts of $420,000, $142,000, $75,000, $102,000, respectively. The final judgments impose civil penalties against Chung, Cummings, Andersen and Grizzle in the amounts of $125,000, $200,000, $125,000 and $75,000, respectively. These civil penalties are in addition to criminal penalties assessed against Wilson, Cummings, Chung and Grizzle, each of whom pled guilty to various securities counts in a related criminal case. In the criminal case, Wilson received a sentence of 33 months incarceration and was fined $1 million. Cummings received a sentence of 41 months incarceration. Chung was fined $500,000. Grizzle received a sentence of six months incarceration and was fined $100,000. Andersen was not a defendant in the criminal case. According to the Commission’s complaint, which was filed on Jan. 23, 2001, Wilson, Chung, Cummings, Grizzle, Andersen, and other co- defendants perpetrated a brazen financial reporting fraud at Aurora in 1998 and 1999. The complaint alleged that during the relevant period, Aurora under-reported its trade marketing expenses by more than $43 million which resulted in material misstatements of earnings in Aurora’s financial statements. Aurora’s senior management, consisting of Wilson, Chung, and Cummings, was aware that Aurora was not accurately reporting trade marketing expense. But instead of properly booking the expense, senior management tried to conceal it from the independent auditors by directing division level officers and employees, including Grizzle and Andersen, to make false entries in various accounts on Aurora’s books. Grizzle and Andersen assisted in these efforts. As a result of the scheme, Aurora falsely and substantially inflated its financial results. Previously, defendants Aurora, Tammy Fancelli and James Elliott consented to the entry of final judgments that permanently enjoined them from future violations of the federal securities laws. In addition, Fancelli and Elliott were ordered to pay civil penalties in the amounts of $20,000 and $10,000, respectively. The litigation remains pending against defendant Keith Luechtefeld in the United States District Court for the Southern District of New York. For further information, see Litigation Release No. 16866 (January 23, 2001). [SEC v. Aurora Foods Inc., et al., Case No. 01 Civ. 0554 (AKH) S.D.N.Y.] (LR-18851; AAE Rel. 2089) SEC CHARGES PALM SPRINGS DEVELOPER WITH FRAUD IN CONNECTION WITH NEVADA MUNICIPAL BOND OFFERING On August 25, the Commission filed fraud charges against Palm Springs developer Mojave Valley Resort, Inc. (MVRI) and co-owner Mark A. Temple stemming from a municipal bond offering. According to the Commission’s complaint, MVRI is the developer of a casino and housing project on Indian land owned by the Fort Mojave Indian Tribe near Laughlin, Nevada. MVRI financed the development project through a $12.75 million municipal bond offering in late 1999. The Commission charges that MVRI and Temple falsely stated in the offering materials that the bonds being issued to investors were secured by deeds of trust on the Tribal property. The Commission’s lawsuit, brought in federal district court in the Central District of California, charges MVRI and Temple with making false statements in the offering materials in violation of Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5 thereunder, and Section 17(a) of the Securities Act of 1933. Without admitting or denying the allegations, MVRI and Temple have agreed to settle this action by paying disgorgement of $1 and a civil penalty of $40,000. MVRI and Temple also consented to a judgment enjoining them from violating Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5 thereunder, and Section 17(a) of the Securities Act of 1933. [SEC v. Mojave Valley Resort, Inc. and Mark A. Temple, Case No. ED CV 04-1061 VAP] (LR-18852) COMMISSION OBTAINS PRELIMINARY INJUNCTION AGAINST ANGELO HALIGIANNIS AND STERLING WATTERS HEDGE FUND The Commission announced today the U.S. District Court for the Southern District of New York entered a preliminary injunction order (Order) against defendants Angelo Haligiannis; Sterling Watters Group LP (Fund), a hedge fund; and the Fund’s two general partners, Sterling Watters Capital Advisors, LLC, and Sterling Watters Capital Management, Inc. The Order continues the relief originally obtained on Aug. 11, 2004, in response to the Commission’s emergency enforcement action that sought a temporary restraining order, an order freezing assets, an accounting, the repatriation of assets, disgorgement and civil penalties, and other relief against the defendants. Pending resolution of the action, the Order enjoins the defendants from violating various provisions of the federal securities laws; freezes the defendants’ assets; requires the defendants to submit accountings; allows for expedited discovery; prohibits the defendants from destroying documents and other evidence; and directs the defendants to repatriate assets. The Commission alleges that the defendants have systematically been defrauding investors who purchased limited partnership interests in Sterling Watters. According to the Complaint, since 1996, Haligiannis has raised at least $27 million in the Fund by grossly misrepresenting the Fund’s performance to investors and potential investors. Haligiannis and the Fund distributed to investors phony account statements that recorded fictitious quarterly and annual investment gains and account balances. Haligiannis and the Fund also inflated the Fund’s investment returns in marketing materials in an effort to induce investments in the Fund. The complaint charges violations of Section 17(a) of the Securities Act of 1933, Section 10(b) of the Securities Exchange Act of 1934, and Rule 10b-5 thereunder by all defendants, and violations of Sections 206(1) and 206(2) of the Investment Advisers Act of 1940 by Haligiannis and the Fund’s general partners. The litigation is pending. [SEC v. Haligiannis, et al., 04 CV 06488, RJH, SDNY] (LR-18853) SEC SUES DEUTSCHE BANK SECURITIES INC. FOR RESEARCH ANALYST CONFLICTS OF INTEREST AND FAILURE TO TIMELY PRODUCE ALL E-MAIL FIRM TO PAY $87.5 MILLION TO SETTLE WITH SEC, NASD, NYSE, AND STATE REGULATORS The Commission announced today that it has settled charges against Deutsche Bank Securities Inc., a brokerage firm and investment bank with its headquarters and principal executive offices in New York, New York, arising from an investigation of research analyst conflicts of interest. This settlement is related to the global settlement that ten other firms reached with the Commission, NASD, Inc., the New York Stock Exchange, Inc. (NYSE), and state securities regulators in April 2003. In connection with this matter, the Commission today filed a Complaint against Deutsche Bank Securities in the U.S. District Court for the Southern District of New York, alleging violations of the federal securities laws and NASD and NYSE rules. In the SEC action, Deutsche Bank Securities has agreed to a federal court order that will enjoin the firm from future violations of the federal securities laws and NASD and NYSE rules and require the firm to make changes in the operations of its equity research and investment banking departments. As part of the settlement, Deutsche Bank Securities has agreed to pay $25 million as disgorgement and $25 million in penalties for the conflicts of interest. Deutsche Bank Securities has agreed to pay an additional penalty of $7.5 million for failing to timely produce all e-mail during the investigation. One-half of the $57.5 million total of these payments - $28.75 million - will be paid in connection with the SEC action and related proceedings by the NASD and NYSE and will be placed into a distribution fund for the benefit of customers of the firm. The remainder will be paid to resolve related proceedings by state securities regulators. In addition, Deutsche Bank Securities will pay, over five years, $25 million to provide the firm’s clients with independent research, and $5 million to be used for investor education. According to the Commission’s complaint, from at least July 1999 through June 2001, Deutsche Bank Securities research analysts were subject to inappropriate influence by investment banking at the firm. The complaint also alleges that Deutsche Bank Securities published exaggerated or unwarranted research or research that lacked a reasonable basis, received payments from other firms to publish research on certain companies without ensuring that such payments were disclosed, and made payments to other firms for those firms to publish research on Deutsche Bank Securities’ underwriting clients. The firm also failed to maintain appropriate supervision over its research operations. Finally, during the investigation, Deutsche Bank Securities failed to timely produce all e-mail in response to regulatory requests and subpoenas. Specifically, the Commission’s complaint alleges that: * Deutsche Bank Securities’ compensation system provided an incentive for research analysts to participate in investment activities and to assist in generating investment banking business. Deutsche Bank Securities analysts also participated in pitches for investment banking business and prepared portions of pitchbooks used in such solicitations. Some pitchbooks contained information that implied to issuers that Deutsche Bank Securities would provide positive research coverage if selected for an investment banking transaction, and that such coverage could result in rising stock prices for those companies. * In certain instances, Deutsche Bank Securities published exaggerated or unwarranted research. For example, one of Deutsche Bank Securities’ analysts issued positive recommendations on Oracle, notwithstanding his privately expressed view to a large institutional shareholder that the stock should be sold. In another instance, an analyst in the software application sector referred to Eprise Corporation as “permanent toast” despite having a market perform rating on the company. Finally, an analyst communicated to an executive officer of Deutsche Bank Securities’ investment banking client, Getty Images, Inc., about the price target he had given the company in an April 5, 2002, report. He told the executive not to worry about the current price target, because he would consider raising it at another time: I thought my approach was appropriately supportive of my favorite company, but still realistic…. My best guess is the stock stays in a trading range pending another quarter’s evidence of [the client’s] superior operating skills, leveraged by further improvements in the ad market. This leaves me room to boost the target price in conjunction with future increases in the earnings estimates. I certainly wouldn’t want to put you under any near-term pressure by raising the bar too high. After all, I’m only thinking about you! * Deutsche Bank Securities failed to disclose that it had received payments of over $1 million from other investment banks to provide research coverage of those firms’ investment banking clients in offerings for Transkaryotic Therapeutics, Inc., Emisphere Technologies, Inc., United Therapeutics, Inc. and Trimeris, Inc. Deutsche Bank Securities also made payments of approximately $10 million to several investment banks for research coverage of Deutsche Bank Securities’ investment banking clients in at least twenty-five offerings without ensuring that such payments were disclosed. * Deutsche Bank Securities failed to establish and maintain adequate procedures over research analysts to prevent or manage conflicts of interest. Deutsche Bank Securities also failed to promptly produce copies of all e- mail communications that had been requested by the staff during the investigation. Despite repeated inquiries from the regulators, Deutsche Bank Securities assured the staff during the investigation that its production of the e-mail was complete. In fact, Deutsche Bank Securities had produced less than one-fourth of the responsive e-mail by April 2003. Over the next year, Deutsche Bank Securities produced another 227,000 e-mail, more than tripling its original production and delaying completion of the investigation for over a year. Deutsche Bank Securities has agreed to settle the Commission's action and has consented, without admitting or denying the allegations of the Complaint, to the entry of a final judgment that, if approved by the court, permanently enjoins Deutsche Bank Securities from violations of Section 17(b) of the Securities Act of 1933, Section 17(b) of the Securities Exchange Act of 1934, and NASD and NYSE rules pertaining to just and equitable principles of trade (NASD Rule 2110; NYSE Rules 401 and 476), advertising (NASD Rule 2210; NYSE Rule 472), and supervisory procedures (NASD Rule 3010; NYSE Rule 342). The final judgment also orders the firm to make the payments described above, and provides for the appointment of a fund administrator who, subject to court approval, will formulate and administer a plan of distribution for those monies placed into the distribution fund. In addition, the final judgment orders Deutsche Bank Securities to implement structural reforms and provide enhanced disclosure to investors, including a broad range of changes relating to the operations of its equity research and investment banking operations. Deutsche Bank Securities has agreed to sever the links between research and investment banking, such that: research and investment banking are physically separated with completely separate reporting lines; analysts’ compensation cannot be based directly or indirectly upon investment banking revenues; investment bankers may no longer evaluate analysts; investment bankers will have no role in determining what companies are covered by the analysts; and research analysts will be prohibited from participating in efforts to solicit investment banking business, including pitches and roadshows. In addition, Deutsche Bank Securities must disclose on the first page of each research report whether the firm does or seeks to do investment banking business with that issuer, and when Deutsche Bank Securities decides to terminate coverage of an issuer, Deutsche Bank Securities must issue a final research report discussing the reasons for the termination. Each quarter, Deutsche Bank Securities also will publish on its website a chart showing its analysts’ performance, including each analyst’s name, ratings, price targets, and earnings per share forecasts for each covered company, as well as an explanation of the firm’s rating system. Deutsche Bank Securities also has agreed as part of this settlement to retain, at its own expense, an Independent Monitor to conduct a review to provide reasonable assurance that the firm is complying with the structural reforms. This review will be begin on April 30, 2005 and the Independent Monitor will submit a written report of his or her findings to the SEC, NASD, and NYSE within 30 days from the completion of the review, but no later than Oct. 31, 2005. On Oct. 31, 2008, Deutsche Bank Securities must certify to the SEC and other regulators that it has complied in all material respects with the requirements and prohibitions of the structural reforms. The Commission acknowledges the assistance of NASD, NYSE, the California Department of Corporations, and other state securities regulators in the investigation of this matter. [SEC v. Deutsche Bank Securities Inc., 04 CV 06909 (WHP) (S.D.N.Y.)] (LR-18854; Press Rel. 2004-120) SEC SUES THOMAS WEISEL PARTNERS LLC FOR RESEARCH ANALYST CONFLICTS OF INTEREST FIRM TO PAY $12.5 MILLION TO SETTLE WITH SEC, NASD, NYSE, AND STATE REGULATORS The Commission announced today that it has settled charges against Thomas Weisel Partners LLC, a San Francisco, California-based brokerage firm and investment bank, arising from an investigation of research analyst conflicts of interest. This settlement is related to the global settlement that ten other firms reached with the Commission, NASD, Inc., the New York Stock Exchange, Inc. (NYSE), and state regulators in April 2003. In connection with this matter, the Commission today filed a Complaint against Thomas Weisel Partners in the U.S. District Court for the Southern District of New York, alleging violations of the federal securities laws and NASD and NYSE rules. In the SEC action, Thomas Weisel Partners has agreed to a federal court order that will enjoin the firm from future violations of the federal securities laws and NASD and NYSE rules and require the firm to make changes in the operations of its equity research and investment banking departments. As part of the settlement, Thomas Weisel Partners has agreed to pay $5 million as disgorgement and an additional $5 million in penalties. One-half of the $10 million total of these payments - $5 million - will be paid in connection with the SEC action and related proceedings by the NASD and NYSE and will be placed into a distribution fund for the benefit of customers of the firm. The remainder will be paid to resolve related proceedings by state regulators. In addition, Thomas Weisel Partners will pay, over five years, $2.5 million to provide the firm’s clients with independent research. According to the Commission’s complaint, from July 1999 through 2001, research analysts at Thomas Weisel Partners were subject to inappropriate influence by investment banking at the firm. The complaint also alleges that, on several occasions, Thomas Weisel Partners’s analysts published research that contained exaggerated or unwarranted claims, and/or opinions for which there was no reasonable basis, and that Thomas Weisel Partners received payment from another investment bank for providing research coverage of that firm’s investment banking client without disclosing that payment in research reports, as federal law requires. Further, the complaint alleges that Thomas Weisel Partners made payments to other firms for those firms to publish research on Thomas Weisel Partners’s underwriting clients without ensuring that such payments were disclosed. Finally, the complaint alleges that Thomas Weisel Partners failed to supervise its research analysts adequately and to establish policies to ensure their proper conduct. Specifically, the Commission’s complaint alleges that: * Thomas Weisel Partners engaged in acts and practices that created and maintained inappropriate influence by investment banking over research analysts. Thomas Weisel Partners analysts worked as a team with the firm’s investment bankers and were deeply involved in the firm’s efforts to pitch and win investment banking business. Firm analysts also participated in pitches for investment banking business and prepared portions of pitchbooks used in such solicitations. Some pitchbooks contained information that implied to issuers that Thomas Weisel Partners would provide positive research coverage if selected for an investment banking transaction, and that such coverage could result in rising stock prices for those companies. The firm’s investment bankers also evaluated the firm’s research analysts and those performance evaluations were considered in setting the analysts’ compensation. * In certain instances, Thomas Weisel Partners issued research reports that contained exaggerated or unwarranted claims and/or opinions for which there was no reasonable basis. For example, the Thomas Weisel Partners analyst covering InfoSpace, Inc. maintained a buy rating on the stock in January through July 2001, while, during the same time period, privately telling colleagues in e-mails, among other things, that InfoSpace is “dead $” and “I can’t . . . believe that I still have [InfoSpace] as a buy rating. I need a drink.” * In another instance, while Thomas Weisel Partners had a “buy” rating as to Level3 Communications, Inc. in May and June 2001, the analyst covering Level3 admitted in an e-mail that the stock was not “a buy,” and explained that he was waiting to downgrade the stock until after a Thomas Weisel Partners-sponsored business conference because, “If I downgrade right now they will assuredly pull from our conference and we can’t afford that.” In a subsequent email, the analyst stated that, despite the “buy” rating, “I’ve basically been telling our clients that it is a great short.” * Thomas Weisel Partners failed to disclose that it was paid $40,000 by another investment bank in part for providing research coverage of Hotjobs.com, Inc. Thomas Weisel Partners also paid a total of $375,000 to other brokerage firms to initiate or continue research coverage on issuers for whose securities offerings Thomas Weisel Partners served as lead underwriter or co-manager, including Arena Pharmaceuticals and Proxicom, Inc. Thomas Weisel Partners did not ensure that these payments were disclosed. * Thomas Weisel Partners’s management failed to adequately monitor the activities of the firm’s research and investment banking professionals to ensure compliance with NASD and NYSE rules and the federal securities laws. Thomas Weisel Partners has agreed to settle the Commission’s action and has consented, without admitting or denying the allegations of the complaint, to the entry of a final judgment that, if approved by the court, permanently enjoins Thomas Weisel Partners from violations of Section 17(b) of the Securities Act of 1933 and NASD and NYSE rules pertaining to just and equitable principles of trade (NASD Rule 2110; NYSE Rules 401 and 476), advertising (NASD Rule 2210; NYSE Rule 472), and supervisory procedures (NASD Rule 3010; NYSE Rule 342). The final judgment also orders the firm to make the payments described above, and provides for the appointment of a fund administrator who, subject to court approval, will formulate and administer a plan of distribution for those monies placed into a distribution fund. In addition, the final judgment orders Thomas Weisel Partners to implement structural reforms and provide enhanced disclosure to investors, including a broad range of changes relating to the operations of its equity research and investment banking operations. Thomas Weisel Partners has agreed to sever the links between research and investment banking, such that: research and investment banking are physically separated with completely separate reporting lines; analysts’ compensation cannot be based directly or indirectly upon investment banking revenues; investment bankers may no longer evaluate analysts; investment bankers will have no role in determining what companies are covered by the analysts; and research analysts will be prohibited from participating in efforts to solicit investment banking business, including pitches and roadshows. In addition, Thomas Weisel Partners must disclose on the first page of each research report whether the firm does or seeks to do investment banking business with that issuer, and when Thomas Weisel Partners decides to terminate coverage of an issuer, Thomas Weisel Partners must issue a final research report discussing the reasons for the termination. Each quarter, Thomas Weisel Partners also will publish on its website a chart showing its analysts’ performance, including each analyst’s name, ratings, price targets, and earnings per share forecasts for each covered company, as well as an explanation of the firm’s rating system. Thomas Weisel Partners also has agreed as part of this settlement to retain, at its own expense, an Independent Monitor to conduct a review to provide reasonable assurance that the firm is complying with the structural reforms. This review will begin on April 30, 2005, and the Independent Monitor will submit a written report of his or her findings to the SEC, NASD, and NYSE within 30 days from the completion of the review, but no later than Oct. 31, 2005. On Oct. 31, 2008, Thomas Weisel Partners must certify to the SEC and other regulators that it has complied in all material respects with the requirements and prohibitions of the structural reforms. The Commission acknowledges the assistance of NASD, NYSE, and the California Department of Corporations in the investigation of this matter. [SEC v. Thomas Weisel Partners LLC, 04 CV 06910 (WHP) (S.D.N.Y.)] (LR-18855; Press Rel. 2004-120) SEC OBTAINS JUDGMENT OF OVER $6 MILLION AGAINST CONNECTICUT DEFENDANTS IN CASE INVOLVING INTERNET PONZI SCHEME On August 16, the U.S. District Court for the District of Connecticut approved a settlement of the Commission’s civil action charging Connecticut resident Blake A. Prater and his Guilford, Connecticut-based company, Wellspring Capital Group, Inc. with securities fraud. Under the terms of the Final Judgment of Permanent Injunction, Disgorgement, and Other Relief, the defendants must disgorge $6 million constituting funds raised from investors, Prater must pay $120,000 in civil penalties, Wellspring must pay $600,000 in civil penalties, and both defendants are permanently enjoined from future violations of certain provisions of the federal securities laws. The Court’s order approving the settlement resolves an action brought by the Commission against Prater and Wellspring on September 5, 2003. The Commission’s complaint alleged that the defendants operated a sophisticated Internet Ponzi scheme that raised millions of dollars from thousands of investors. On June 7, 2004, the Court appointed a receiver, Lewis K. Wise of Rogin, Nassau, Caplan, Lassman & Hirtle, LLC to distribute the disgorged assets of the defendants to victims of the fraud. Investors with questions or claims should contact the receiver directly at Rogin Nassau, City Place I, 22nd Floor, 185 Asylum Street, Hartford, CT 01603 or at 860-278-7480. [SEC v. Blake A. Prater and Wellspring Capital Group, Inc., Civil Action No. 03-1524, USDC CT, MRK] (LR-18856) INVESTMENT COMPANY ACT RELEASES FIRST PENN-PACIFIC LIFE INSURANCE SEPARATE ACCOUNT An order has been issued on an application filed by First Penn-Pacific Life Insurance Separate Account pursuant to Section 8(f) of the Investment Company Act declaring that it has ceased to be an investment company. (Rel. IC-26534 - August 25) PAN-AMERICAN ASSURANCE COMPANY VARIABLE LIFE SEPARATE ACCOUNT An order has been issued pursuant to Section 8(f) of the Investment Company Act declaring that Pan-American Assurance Company Variable Life Separate Account has ceased to be an investment company. (Rel. IC–26535 - August 25) LSA VARIABLE SERIES TRUST An order has been issued on an application filed by LSA Variable Series Trust pursuant to Section 8(f) of the Investment Company Act declaring that it has ceased to be an investment company. (Rel. IC-26536 – August 25) SELF-REGULATORY ORGANIZATIONS IMMEDIATE EFFECTIVENESS OF PROPOSED RULE CHANGES A proposed rule change (SR-PCX-2004-70) filed by the Pacific Exchange, through its wholly-owned subsidiary, Pacific Exchange Equities, Inc, pertaining to examination requirements for Electronic Trading Permit applicants, has become effective under Section 19(b)(3)(A) of the Securities Exchange Act of 1934. Publication in the Federal Register is expected during the week of August 30. (Rel. 34-50231) A proposed rule change filed by the New York Stock Exchange relating to procedures for gapping the quote (SR-NYSE-2004-37) has become effective under Section 19(b)(3)(A) of the Securities Exchange Act of 1934. Publication in the Federal Register is expected during the week of August 30. (Rel. 34-50237) ACCELERATED APPROVAL OF PROPOSED RULE CHANGE The Commission granted accelerated approval to a proposed rule change (SR-Amex-2004-57) submitted by the American Stock Exchange relating to the listing and trading of notes linked to the performance of the Standard & Poor’s 500 Stock Index. Publication in the Federal Register is expected during the week of August 30. (Rel. 34-50241) 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 PSYCHIATRIC SOLUTIONS INC, 113 SEABOARD LANE, SUITE C-100, FRANKLIN, TN, 37067, 615-312-5700 - 0 ($35,398,055.00) Equity, (File 333-118529 - Aug. 25) (BR. 01) S-4 NEXTEL PARTNERS INC, 4500 CARILLON POINT, KIRKLAND, WA, 98033, 4255763600 - 0 ($8,334,648.78) Non-Convertible Debt, (File 333-118530 - Aug. 25) (BR. 37) S-3 ISLAND PACIFIC INC, 3252 HOLIDAY COURT, STE 208, LA JOLLA, CA, 92037, 8585503345 - 6,846,332 ($3,080,849.40) Equity, (File 333-118531 - Aug. 25) (BR. 03) S-4 LEINER HEALTH PRODUCTS INC, 901 E 233RD ST, CARSON, CA, 90745, 3108358400 - 0 ($150,000,000.00) Non-Convertible Debt, (File 333-118532 - Aug. 25) (BR. 01) SB-2 ENERGY & ENGINE TECHNOLOGY CORP, 5308 WEST PLANO PARKWAY, PLANO, TX, 75093, 9727326360 - 21,358,974 ($8,329,999.86) Equity, (File 333-118533 - Aug. 25) (BR. 05) S-4 CENTRAL VALLEY COMMUNITY BANCORP, 600 POLLASKY AVE, CLOVIS, CA, 93612, 5592981775 - 0 ($4,757,394.00) Equity, (File 333-118534 - Aug. 25) (BR. 07) S-1 WARREN RESOURCES INC, 489 FIFTH AVE, NEW YORK, NY, 10017, 2126979660 - 0 ($70,000,000.00) Equity, (File 333-118535 - Aug. 25) (BR. 04) S-4 AMSCAN HOLDINGS INC, 80 GRASSLANDS ROAD, ELMSFORD, NY, 10523, 9143452020 - 175,000,000 ($175,000,000.00) Non-Convertible Debt, (File 333-118536 - Aug. 25) (BR. 04) S-8 SYBASE INC, ONE SYBASE DRIVE, DUBLIN, CA, 94568, 9252365000 - 0 ($40,350,000.00) Equity, (File 333-118537 - Aug. 25) (BR. 03) S-8 MEDICAL INTERNATIONAL TECHNOLOGY INC, 2281 GUENETTE, ., VILLE SAINT-LAURENT, A8, HR4 2E9, (514) 339-9355 - 2,000,000 ($220,000.00) Equity, (File 333-118538 - Aug. 25) (BR. 36) S-8 SENSIENT TECHNOLOGIES CORP, 777 EAST WISCONSIN AVENUE, MILWAUKEE, WI, 53202, 4142716755 - 0 ($1,207,800.00) Equity, (File 333-118539 - Aug. 25) (BR. 06) S-8 VARSITY GROUP INC, 1850 M STREET NW, SUITE 1150, WASHINGTON, DC, 20036, 0 ($16,673,882.00) Equity, (File 333-118543 - Aug. 25) (BR. 02) S-8 STELLENT INC, 7777 GOLDEN TRIANGLE DRIVE, ., EDEN PRAIRIE, MN, 55344, 9529032000 - 0 ($1,336,000.00) Equity, (File 333-118544 - Aug. 25) (BR. 03) S-8 PXRE GROUP LTD, 26 VICTORIA STREET, HAMILTON, D0, HM FX, 4412965858 - 450,000 ($10,383,750.00) Equity, (File 333-118545 - Aug. 25) (BR. 01) S-8 AP PHARMA INC /DE/, 123 SAGINAW DRIVE, REDWOOD CITY, CA, 94063, 6503662626 - 500,000 ($625,000.00) Equity, (File 333-118546 - Aug. 25) (BR. 01) S-8 V F CORP, 628 GREEN VALLEY RD., STE. 500, GREENSBORO, NC, 27408, (336)547-6000 - 8,000,000 ($397,360,000.00) Equity, (File 333-118547 - Aug. 25) (BR. 02) S-8 STEEL TECHNOLOGIES INC, 15415 SHELBYVILLE RD, LOUISVILLE, KY, 40253, 5022452110 - 500,000 ($10,190,000.00) Equity, (File 333-118548 - Aug. 25) (BR. 06) S-8 GFY FOODS INC, 601 DEERFIELD PARKWAY, ., BUFFALO GROVE, IL, 60089, 8473537554 - 1,000,000,000 ($12,000,000.00) Equity, (File 333-118549 - Aug. 25) (BR. 04) S-8 AMERICAN FIRE RETARDANT CORP, 9337 BOND AVENUE, 806-479-0449, EL CAJON, CA, 92012, 619-390-68 - 2,500,000,000 ($2,500,000.00) Equity, (File 333-118550 - Aug. 25) (BR. 06) S-8 INTERLEUKIN GENETICS INC, 135 BEAVER ST, WATHAM, MA, 02452, 1-781-398-0700 - 0 ($6,300,000.00) Equity, (File 333-118551 - Aug. 25) (BR. 01) S-3 JOURNAL COMMUNICATIONS INC, 333 WEST STATE STREET, MILWAUKEE, WI, 83203, 3,500,000 ($55,825,000.00) Equity, (File 333-118552 - Aug. 25) (BR. 05) S-1 PHOTONIC PRODUCTS GROUP INC, 181 LEGRAND AVE, NORTHVALE, NJ, 07647, 2017671910 - 0 ($3,318,124.00) Equity, (File 333-118553 - Aug. 25) (BR. 36) S-3 GENAISSANCE PHARMACEUTICALS INC, FIVE SCIENCE PARK, NEW HAVEN, CT, 06511, 2037731450 - 0 ($874,411.00) Equity, (File 333-118554 - Aug. 25) (BR. 01) S-8 ST ASSEMBLY TEST SERVICES LTD, 5 YISHUN ST 23, SINGAPORE, U0, 768442, 657555885 - 240,000,000 ($144,000,000.00) Equity, (File 333-118555 - Aug. 25) (BR. 36) S-8 GBC BANCORP INC, 7709950000 - 28,000 ($394,240.00) Equity, (File 333-118556 - Aug. 25) (BR. 07) S-1 CRITICAL HOME CARE INC, 26777 CENTRAL PARK BLVD., SUITE 200, SOUTHFIELD, MI, 48076, 248-352-7530 - 68,256,329 ($60,406,851.00) Equity, 6,031,000 ($5,337,435.00) Other, (File 333-118557 - Aug. 25) (BR. 37) S-8 HUGHES SUPPLY INC, CORPORATE OFFICE, ONE HUGHES WAY, ORLANDO, FL, 32805, 4078414755 - 2,000,000 ($120,160,000.00) Equity, (File 333-118558 - Aug. 25) (BR. 06) S-3 CONEXANT SYSTEMS INC, 100 SCHULTZ DRIVE, RED BANK, NJ, 07701, 9494839920 - 600,000 ($954,000.00) Equity, (File 333-118559 - Aug. 25) (BR. 36) S-3 CEF EQUIPMENT HOLDING LLC, 0 ($1,000,000.00) Non-Convertible Debt, (File 333-118560 - Aug. 25) (BR. 05) S-3 INTERSTATE HOTELS & RESORTS INC, 1010 WISCONSIN AVE NW, WASHINGTON, DC, 20007, 2029654455 - 0 ($25,865,772.00) Equity, 0 ($150,000,000.00) Unallocated (Universal) Shelf, (File 333-118561 - Aug. 25) (BR. 08) S-8 ARROW ELECTRONICS INC, 25 HUB DR, MELVILLE, NY, 11747, 5163911300 - 0 ($537,383,977.90) Equity, (File 333-118563 - Aug. 25) (BR. 36) S-4 TEXAS REGIONAL BANCSHARES INC, 3700 N TENTH STE 301, PO BOX 5910, MCALLEN, TX, 78501, 9566315400 - 0 ($5,730,364.00) Equity, (File 333-118564 - Aug. 25) (BR. 07) S-8 PINNACLE SYSTEMS INC, 280 N BERNARDO AVE, MOUNTAIN VIEW, CA, 94043, 6502371600 - 0 ($4,824,940.00) Equity, (File 333-118565 - Aug. 25) (BR. 36) S-3 NELNET STUDENT LOAN FUNDING LLC, 1215 13TH ST, SUITE 301, LINCOLN, NE, 68508, 4024239583 - 1,000,000 ($1,000,000.00) Asset-Backed Securities, (File 333-118566 - Aug. 25) (BR. 07) RECENT 8K FILINGS 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 DATE COMMENT ------------------------------------------------------------------------------------------------ ADC TELECOMMUNICATIONS INC MN 2.02,7.01,9.01 08/25/04 ADE CORP MA 2.02,9.01 08/24/04 ADELPHIA COMMUNICATIONS CORP DE 7.01 08/25/04 ADESA INC 8.01,9.01 08/25/04 ALABAMA POWER CO AL 8.01,9.01 08/19/04 ALLETE INC MN 5.02,5.03,5.04,7.01,8.01,9.01 08/24/04 ALTEON INC /DE DE 4.01 08/10/04 AMEND AMERICAN WAGERING INC NV 1.03 08/24/04 AMERICAN WOODMARK CORP VA 8.01,9.01 07/31/04 ANTHEM INC IN 8.01,9.01 08/25/04 APAC CUSTOMER SERVICE INC IL 5.02,7.01 08/23/04 APHTON CORP DE 5.02,9.01 08/17/04 APPLIED DNA SCIENCES INC NV 5.02,7.01 08/25/04 APPLIED EXTRUSION TECHNOLOGIES INC /D DE 8.01 08/24/04 ARTISAN COMPONENTS INC DE 1.01,3.03,9.01 08/22/04 AMEND ASK JEEVES INC DE 1.01,7.01 08/23/04 AVANIR PHARMACEUTICALS CA 8.01,9.01 08/24/04 AXIS CAPITAL HOLDINGS LTD 8.01,9.01 08/25/04 BANC OF AMERICA MORTGAGE SECURITIES I DE 8.01,9.01 08/24/04 BANCSHARES OF FLORIDA INC FL 7.01,9.01 08/23/04 BANCSHARES OF FLORIDA INC FL 7.01,9.01 08/23/04 BAY VIEW SECURITIZATION CORP DE 9.01 08/16/04 BAY VIEW TRANSACTION CORP 9.01 08/16/04 BAYVIEW FINANCIAL SECURITIES CO LLC DE 8.01 08/25/04 BEAR STEARNS ASSET BACKED SECURITIES DE 8.01,9.01 08/25/04 BELK INC 2.02,9.01 08/25/04 BIOMARIN PHARMACEUTICAL INC DE 8.01,9.01 08/25/04 BLUEGREEN CORP MA 7.01 08/25/04 BLUETORCH, INC. 2.01 08/20/04 BLYTH INC DE 2.02 08/25/04 BMW VEHICLE OWNER TRUST 2002-A 9.01 08/25/04 BMW VEHICLE OWNER TRUST 2003-A 9.01 08/25/04 BMW Vehicle Owner Trust 2004-A 9.01 08/25/04 BOCA RESORTS INC DE 2.02 08/23/04 BOSTON BEER CO INC MA 7.01 08/25/04 C H ROBINSON WORLDWIDE INC DE 5.02,9.01 08/19/04 CABCO SERIES 2004-1 TRUST (GOLDMAN SA 8.01,9.01 08/15/04 CABCO SERIES 2004-101 TRUST (GOLDMAN 8.01,9.01 08/15/04 CANDELA CORP /DE/ DE 2.02 08/24/04 CANO PETROLEUM, INC 1.01,9.01 08/16/04 CANYON RESOURCES CORP DE 2.02,9.01 08/24/04 CAPITAL AUTOMOTIVE REIT MD 9.01 08/24/04 CAPITAL SENIOR LIVING CORP DE 7.01,9.01 08/23/04 CAPITAL TITLE GROUP INC DE 8.01 08/24/04 CAREY INSTITUTIONAL PROPERTIES INC /M MD 8.01,9.01 08/25/04 CAREY W P & CO LLC DE 8.01,9.01 08/25/04 CAREY W P & CO LLC DE 8.01,9.01 08/25/04 AMEND CGI HOLDING CORP NV 2.01,8.01,9.01 08/19/04 CHECKFREE CORP \GA\ DE 1.01,9.01 08/20/04 CHUBB CORP NJ 7.01,9.01 08/24/04 CIRRUS LOGIC INC DE 2.05,7.01,9.01 08/25/04 CITIZENS & NORTHERN CORP PA 5.03,9.01 08/19/04 CLEVELAND CLIFFS INC OH 4.01,9.01 08/20/04 COLDWATER CREEK INC DE 5.02,9.01 08/23/04 COLDWATER CREEK INC DE 2.02,9.01 08/25/04 COLLEGE PARTNERSHIP INC NV 4.01,9.01 08/18/04 COMPOSITE TECHNOLOGY CORP NV 1.01,9.01 08/17/04 CONEXANT SYSTEMS INC DE 8.01,9.01 08/13/04 CONSOL ENERGY INC 7.01,9.01 08/25/04 CORPORATE PROPERTY ASSOCIATES 15 INC MD 8.01,9.01 08/25/04 CREDENCE SYSTEMS CORP DE 2.02,9.01 08/25/04 CRUSADE MANAGEMENT LTD GLOBAL TRUST 8.01,9.01 08/16/04 CRUSADE MANAGMENT LTD GLOBAL TRUST NU 8.01,9.01 08/20/04 CV THERAPEUTICS INC DE 8.01,9.01 08/24/04 CWMBS INC DE 8.01,9.01 08/23/04 DAIMLERCHRYSLER MASTER OWNER TRUST 8.01,9.01 08/24/04 DEUTSCHE MORTGAGE SECURITIES INC 5.01,7.01 08/25/04 DIAMOND OFFSHORE DRILLING INC DE 8.01,9.01 08/25/04 DIGITAL RECORDERS INC NC 7.01,9.01 08/25/04 DISCOVERY PARTNERS INTERNATIONAL INC DE 1.01,9.01 08/23/04 DOLLAR TREE STORES INC VA 2.02,7.01,9.01 08/25/04 ELCOM INTERNATIONAL INC DE 2.02,9.01 05/13/04 ENCORE ACQUISITION CO DE 1.01,2.03,9.01 08/19/04 ENDEAVOUR INTERNATIONAL CORP NV 8.01 08/24/04 ENEFTECH CORP TX 9.01 08/24/04 ENER1 INC FL 8.01 08/24/04 ENRON CORP/OR/ OR 8.01,9.01 08/23/04 EVERTRUST FINANCIAL GROUP INC WA 8.01,9.01 08/19/04 EVOLVE ONE INC DE 8.01,9.01 08/19/04 FIRST BANCORP /NC/ NC 7.01,9.01 08/25/04 FIRST HORIZON ASSET SECURITIES INC DE 8.01,9.01 08/25/04 FIRST HORIZON ASSET SECURITIES INC DE 8.01,9.01 08/25/04 FIRST MIDWEST FINANCIAL INC DE 8.01,9.01 08/24/04 FIRST NATIONAL COMMUNITY BANCORP INC PA 8.01,9.01 08/25/04 FIRST NATIONAL COMMUNITY BANCORP INC PA 8.01,9.01 08/25/04 AMEND FIRST NATIONAL FUNDING LLC NE 8.01,9.01 08/16/04 FIRST PACTRUST BANCORP INC MD 8.01,9.01 08/25/04 FIRST UNION COMM MORT TRUST COMM MOR NY 8.01,9.01 08/17/04 FIRST VIRTUAL COMMUNICATIONS INC DE 3.01,7.01 08/25/04 FLANDERS CORP NC 8.01 08/25/04 FLIGHT SAFETY TECHNOLOGIES INC NV 7.01 08/25/04 Franklin Auto Trust 2004-1 DE 8.01,9.01 08/25/04 FRONTIER AIRLINES INC /CO/ CO 3.03,9.01 08/23/04 GEORGIAN BANCORPORATION GA 8.01,9.01 08/25/04 GOLDEN SPIRIT MINERALS LTD DE 5.03,8.01,9.01 08/25/04 GOTTSCHALKS INC DE 2.02,4.02 08/24/04 GreenPoint Home Equity Loan Trust 200 DE 8.01,9.01 08/15/04 GREENPOINT MORTGAGE SECURITIES LLC DE 8.01,9.01 08/25/04 GREENWICH CAPITAL ACCEPTANCE INC DE 8.01,9.01 08/25/04 GS MORTGAGE SECURITIES CORP DE 8.01 08/23/04 HANDLEMAN CO /MI/ MI 2.02 08/24/04 Harley-Davidson Motorcycle Trust 2004 NV 8.01,9.01 08/20/04 HARLEYSVILLE NATIONAL CORP PA 5.02,9.01 08/25/04 HAUPPAUGE DIGITAL INC DE 5.05,9.01 08/23/04 HAUPPAUGE DIGITAL INC DE 5.02,9.01 08/20/04 HIENERGY TECHNOLOGIES INC DE 8.01 08/24/04 HIRSCH INTERNATIONAL CORP NY 3.01 08/25/04 HOMEFED CORP DE 7.01,9.01 08/24/04 HOOPER HOLMES INC NY 3.01 08/13/04 INLAND WESTERN RETAIL REAL ESTATE TRU MD 2.01,9.01 08/17/04 INTEREP NATIONAL RADIO SALES INC NY 8.01,9.01 08/19/04 INTERNET SECURITY SYSTEMS INC/GA DE 5.02,5.03,9.01 08/17/04 INVVISION CAPITAL INC NV 2.01,9.01 08/25/04 IPC HOLDINGS LTD 8.01,9.01 08/24/04 J2 GLOBAL COMMUNICATIONS INC DE 8.01,9.01 08/25/04 JP MORGAN COMMERCIAL MORT PASS THR CE DE 8.01,9.01 08/16/04 JPS INDUSTRIES INC DE 2.02,9.01 08/24/04 KANBAY INTERNATIONAL INC 2.02,9.01 08/25/04 KERR MCGEE CORP /DE DE 7.01,9.01 08/25/04 KEYCORP STUDENT LOAN TRUST 1999 B DE 8.01,9.01 08/25/04 KEYCORP STUDENT LOAN TRUST 2000-A OH 8.01,9.01 08/25/04 KINDERCARE LEARNING CENTERS INC /DE DE 2.02,9.01 08/24/04 KIWI NETWORK SOLUTIONS INC NV 5.02 08/24/04 KUPPER PARKER COMMUNICATIONS INC NY 2.02,9.01 08/25/04 LACROSSE FOOTWEAR INC WI 8.01,9.01 08/23/04 LAS VEGAS SANDS INC NV 1.01,1.02,5.02 08/19/04 LEHMAN ABS CORP REPAC GE GLOB INS FLT DE 8.01,9.01 08/11/04 LENNAR CORP /NEW/ DE 8.01,9.01 08/24/04 LIGAND PHARMACEUTICALS INC DE 4.01,9.01 07/27/04 AMEND LUCYS CAFE INC 5.01 08/25/04 MAI SYSTEMS CORP DE 2.02,9.01 08/24/04 MARGO CARIBE INC PR 2.02,9.01 08/13/04 MARKEL CORP VA 5.02 08/19/04 MAX RE CAPITAL LTD 8.01 08/23/04 MAXIMUS INC VA 8.01,9.01 08/20/04 MB SOFTWARE CORP CO 1.01,2.01,3.02,9.01 08/20/04 MCKENZIE BAY INTERNATIONAL LTD 8.01 08/25/04 MEADE INSTRUMENTS CORP DE 5.02 08/23/04 MEDICIS PHARMACEUTICAL CORP DE 2.02,9.01 08/24/04 MERRILL LYNCH & CO INC DE 8.01,9.01 08/25/04 MERRILL LYNCH MORTGAGE INVESTORS INC DE 8.01,9.01 08/12/04 METRETEK TECHNOLOGIES INC DE 1.01,3.02,9.01 07/08/04 MGM MIRAGE DE 1.01,2.03,8.01,9.01 08/25/04 MICHAELS STORES INC DE 2.02 08/25/04 MID AMERICA APARTMENT COMMUNITIES INC TN 8.01,9.01 08/25/04 MISONIX INC NY 2.02,9.01 08/25/04 MISSISSIPPI CHEMICAL CORP /MS/ MS 1.01,9.01 08/20/04 MOVIE STAR INC /NY/ NY 2.02,9.01 08/25/04 Mueller Group, Inc. DE 2.02,9.01 08/24/04 NATIONAL PENN BANCSHARES INC PA 7.01,8.01,9.01 08/25/04 NATIONAL RURAL UTILITIES COOPERATIVE DC 4.01 05/21/04 AMEND NET 1 UEPS TECHNOLOGIES INC FL 9.01 08/23/04 AMEND NETOPIA INC DE 3.01,9.01 08/24/04 NETWOLVES CORP NY 8.01 08/17/04 NEW HAMPSHIRE THRIFT BANCSHARES INC DE 8.01,9.01 08/23/04 NEW MOUNTAINTOP CORP DE 1.01,2.01,5.01,5.02,5.03,9.01 08/24/04 NEWTEK BUSINESS SERVICES INC NY 5.02 08/25/04 NORDSON CORP OH 2.02,9.01 08/25/04 NORTH VALLEY BANCORP CA 8.01,9.01 08/24/04 NORTHERN BORDER PARTNERS LP DE 7.01,9.01 08/24/04 NORTHERN BORDER PIPELINE CO TX 7.01,9.01 08/24/04 NRG ENERGY INC DE 8.01,9.01 08/24/04 NSD BANCORP INC PA 7.01,9.01 08/24/04 NUI CORP /NJ/ NJ 8.01,9.01 08/25/04 OHIO ART CO OH 3.01,9.01 08/23/04 OHIO CASUALTY CORP OH 8.01,9.01 08/24/04 OLYMPUS COMMUNICATIONS LP DE 7.01 08/25/04 OPSWARE INC DE 2.02,9.01 08/25/04 PANAMSAT CORP /NEW/ DE 5.01,9.01 08/20/04 PAR PHARMACEUTICAL COMPANIES, INC. NH 7.01 06/10/04 AMEND PARTNERS TRUST FINANCIAL GROUP INC 7.01 08/24/04 PARTY CITY CORP DE 2.02,5.02,9.01 08/19/04 PENNFED FINANCIAL SERVICES INC DE 4.01,9.01 08/24/04 PINNACLE SYSTEMS INC CA 8.01 08/25/04 PINNACLE SYSTEMS INC CA 8.01 08/25/04 PINNACLE SYSTEMS INC CA 8.01,9.01 08/25/04 PIZZA INN INC /MO/ MO 8.01,9.01 08/24/04 PLANET POLYMER TECHNOLOGIES INC CA 2.02,9.01 08/16/04 PRICE LEGACY CORP MD 8.01,9.01 08/24/04 PRINCIPAL LIFE INSURANCE CO IA 9.01 08/25/04 PRINCIPAL LIFE INSURANCE CO IA 9.01 08/25/04 PRINCIPAL LIFE INSURANCE CO IA 9.01 08/25/04 PRIVATE BUSINESS INC TN 5.02,9.01 08/20/04 PS BUSINESS PARKS INC/CA CA 8.01,9.01 08/23/04 PXRE GROUP LTD 8.01,9.01 08/24/04 QUANTA CAPITAL HOLDINGS LTD 7.01 08/23/04 RAYMOND JAMES FINANCIAL INC FL 7.01 07/31/04 REGAL ONE CORP FL 8.01 08/20/04 REGISTER COM INC DE 8.01 08/23/04 RELIABILITY INC TX 3.01 08/24/04 RESIDENTIAL ACCREDIT LOANS INC DE 8.01,9.01 08/25/04 RESIDENTIAL ASSET MORTGAGE PRODUCTS I DE 8.01,9.01 08/25/04 RESIDENTIAL ASSET SECURITIES CORP DE 8.01,9.01 08/25/04 RESOLVE STAFFING INC NV 4.01,7.01 08/24/04 ROYAL BANCSHARES OF PENNSYLVANIA INC PA 1.01 08/23/04 RUSH ENTERPRISES INC \TX\ TX 5.02 08/25/04 SABRE HOLDINGS CORP DE 7.01,9.01 08/25/04 SAFECO CORP WA 8.01,9.01 08/25/04 SAFETEK INTERNATIONAL INC DE 4.01,9.01 08/12/04 SAGIENT RESEARCH SYSTEMS, INC. DE 1.02 08/23/04 SBE INC DE 2.02,7.01 07/31/04 SCANNER TECHNOLOGIES CORP NM 8.01,9.01 08/19/04 SCHAWK INC DE 7.01 08/25/04 SCO GROUP INC DE 8.01,9.01 08/25/04 SCORES HOLDING CO INC UT 1.01,8.01,9.01 08/12/04 SECURED DIVERSIFIED INVESTMENT LTD NV 1.01,9.01 08/19/04 SERVICEMASTER CO DE 5.04 08/25/04 SHARPER IMAGE CORP DE 2.02,9.01 08/25/04 SHOLODGE INC TN 2.02,9.01 08/25/04 SIGA TECHNOLOGIES INC DE 7.01,9.01 08/24/04 SIGA TECHNOLOGIES INC DE 7.01,9.01 08/25/04 AMEND SINCLAIR BROADCAST GROUP INC MD 5.05,9.01 08/05/04 SMUCKER J M CO OH 2.02,9.01 08/25/04 SOMERSET HILLS BANCORP NJ 7.01,9.01 08/25/04 SOUTHWEST WATER CO DE 8.01,9.01 08/25/04 SPEAR & JACKSON INC 4.01,9.01 08/13/04 AMEND SPECTRE INDUSTRIES INC 4.01,9.01 08/19/04 STATE STREET CORP MA 8.01,9.01 08/25/04 STEWART & STEVENSON SERVICES INC TX 2.02 08/25/04 STRATEGIC HOTEL CAPITAL INC 1.01,2.03,8.01,9.01 08/24/04 STRUCTURED ASSET SEC CORP II LB-UBS C 8.01,9.01 08/17/04 TANKLESS SYSTEMS WORLDWIDE INC NV 8.01 08/13/04 TB WOODS CORP DE 1.01,9.01 08/19/04 TC PIPELINES LP DE 7.01 08/24/04 TECHNOLOGY INVESTMENT CAPITAL CORP MD 8.01,9.01 08/23/04 TEDA TRAVEL GROUP INC DE 1.01,9.01 08/20/04 TIMCO AVIATION SERVICES INC DE 2.02,9.01 08/23/04 TITAN INTERNATIONAL INC IL 8.01,9.01 08/25/04 TOLL BROTHERS INC DE 2.02,9.01 08/25/04 TOLL BROTHERS INC DE 7.01,9.01 08/25/04 TRACK DATA CORP DE 3.01 08/24/04 TRANSGENOMIC INC DE 5.02 08/17/04 USA TECHNOLOGIES INC PA 7.01,9.01 08/24/04 VERSANT CORP CA 2.06,4.02 08/17/04 VITAL LIVING INC AZ 5.02 08/19/04 WACHOVIA COMM MORT SEC INC COM MORT P NC 8.01,9.01 08/16/04 WACHOVIA COMMERCIAL MORT PASS THR CER NC 8.01,9.01 08/17/04 Wachovia Commercial Mort Pass Thr Cer NC 8.01,9.01 08/17/04 WACHOVIA COMMERCIAL MORT PASS THRU CE NC 8.01,9.01 08/16/04 WACHOVIA COMMERCIAL MORT SEC INC PAS NC 8.01,9.01 08/16/04 WACHOVIA COMMERCIAL MORT SEC INC COM NC 8.01,9.01 08/16/04 WACHOVIA COMMERCIAL MORT SEC INC COM NC 8.01,9.01 08/17/04 WARRANTECH CORP DE 2.02,9.01 08/25/04 WATERFORD GAMING LLC DE 8.01 08/25/04 WELLS FARGO ASSET SECURITIES CORP DE 8.01,9.01 08/23/04 WILLBROS GROUP INC R1 8.01,9.01 08/24/04 WILLIAMS SONOMA INC CA 2.02,9.01 08/25/04 WOLVERINE TUBE INC DE 4.01,9.01 08/19/04 AMEND XPONENTIAL INC DE 5.02 07/13/04 XPONENTIAL INC DE 8.01,9.01 08/06/04 ZANETT INC DE 8.01 08/23/04