SEC NEWS DIGEST

Issue  2002-215                                                  November 6, 2002

COMMISSION ANNOUNCEMENTS
     

SEC  PROPOSES  RULES  TO  IMPLEMENT SARBANES-OXLEY ACT PROVISIONS  CONCERNING
STANDARDS OF PROFESSIONAL CONDUCT FOR ATTORNEYS
     
     The  Commission voted today to propose rules implementing provisions  of
     the Sarbanes-Oxley Act that prescribe "minimum standards of professional
     conduct for attorneys appearing and practicing before the Commission  in
     any way in the representation of issuers."  The standards must include a
     rule  requiring an attorney to report "evidence of a material  violation
     of  securities laws or breach of fiduciary duty or similar violation  by
     the  company or any agent thereof" to the chief legal counsel  (CLO)  or
     the  CLO  and  the  chief  executive officer  of  the  company  (or  the
     equivalent); and, if they do not respond appropriately to the  evidence,
     requiring  the  attorney to report the evidence to the audit  committee,
     another  committee  of  independent directors,  or  the  full  board  of
     directors.

          The Commission voted to propose a new Part 205 to 17 CFR, Standards of
     Professional Conduct for Attorneys Appearing and Practicing  before  the
     Commission, that includes: (1) "up the ladder" reporting, and (2)  other
     related  provisions the Commission believes are important components  of
     an effective reporting regime.
     
     The proposed rule recognizes that attorneys interact with the Commission
     on  behalf  of  issuer clients in a number of ways,  and  reflects  that
     Section  307 was intended to protect investors by imposing the  "up  the
     ladder"  reporting requirement on all attorneys who appear  or  practice
     before the Commission on behalf of an issuer.  Accordingly, the proposed
     rule would adopt an expansive view of who is an attorney subject to  the
     rule,  covering  all attorneys who are admitted, licensed  or  otherwise
     qualified  to  practice law whether employed in-house by  an  issuer  or
     retained to perform legal work on behalf of an issuer.  In addition, the
     proposed rule would cover attorneys licensed, or otherwise qualified  to
     practice,  in foreign jurisdictions who appear and practice  before  the
     Commission,  although it would seek comment on how to  ensure  that  the
     requirements  of  the rule do not conflict or inappropriately  interfere
     with  the  activities  of  non-U.S. lawyers.  The  proposed  rule  would
     incorporate  several additional provisions that the Commission  believes
     are  important  components  of an effective "up  the  ladder"  reporting
     system.
     
     These provisions embody standards of conduct that legal commentators and
     the  American Bar Association have been considering for years,  and  are
     similar  in  important respects to ethical rules that have already  been
     enacted in a number of jurisdictions.
          
     Subsection  205.3  would  represent  the  core  of  the  proposed  rule.
     Subsection   205.3(a)  would  affirmatively  state  that   an   attorney
     representing  an issuer represents the issuer as an entity  rather  than
     the officers or others with whom the attorney interacts in the course of
     that  representation, and that the attorney is obligated to act  in  the
     best interests of the issuer and its shareholders.
     
     Subsection 205.3(b) would prescribe the duty of an attorney who  appears
     or practices before the Commission in the representation of an issuer to
     report evidence of a "material violation."  The proposed rule would  not
     require an attorney to "know" that a violation has been committed.   The
     rule's   reporting  obligation  would  be  triggered  when  an  attorney
     "reasonably  believes"  that  a  material  violation  has  occurred,  is
     occurring  or  is about to occur, limiting the instances  in  which  the
     reporting  duty prescribed by the rule will arise to those where  it  is
     appropriate  to  protect  investors.  The attorney  would  be  initially
     directed to make this report to the issuer's CLO, or to the issuer's CLO
     and  chief  executive officer.  The attorney also would be obligated  to
     take reasonable steps under the circumstances to document the report and
     the  response thereto, and to retain such documentation for a reasonable
     time.   Requiring  the  attorney to take  such  reasonable  steps  would
     protect  the  attorney  in  the event his or  her  compliance  with  the
     proposed rule is put in issue at some future proceeding.
     
     When  presented with a report of a possible material violation, the rule
     would  obligate  the  issuer's CLO to determine whether  to  conduct  an
     inquiry  into  the reported material violation to ascertain  whether  in
     fact  a violation has occurred, is occurring or about to occur.   A  CLO
     who reasonably concludes that there has been no material violation would
     have to provide notice to the reporting attorney of this conclusion, and
     take  reasonable steps to preserve relevant documentary evidence. A  CLO
     who concludes that a material violation has occurred, is occurring or is
     about to occur would be required to take reasonable steps to ensure that
     the  issuer  adopts  appropriate remedial measures  and/or  sanctions  -
     including  appropriate  disclosures.   Furthermore,  the  CLO  would  be
     required  to  report  "up the ladder" within the  issuer  what  remedial
     measures have been adopted, and to advise the reporting attorney of  his
     or her conclusions.
     
     A  reporting  attorney  who receives an appropriate  response  within  a
     reasonable time and has documented his or her report and response  would
     have  satisfied all obligations under the rule.  The Commission believes
     that most situations involving reporting to the CLO or CLO and CEO by an
     attorney  will  be  resolved in this manner.  In the event  a  reporting
     attorney  does not receive an appropriate response within  a  reasonable
     time,  he  or she would be required to report the evidence of a material
     violation  to  the  issuer's  audit  committee,  another  committee   of
     independent directors, or to the full board.  Similarly, if the attorney
     reasonably  believes  that it would be futile to report  evidence  of  a
     material  violation to the CLO and CEO, the attorney may report directly
     to  the  issuer's  audit  committee, another  committee  of  independent
     directors, or to the full board.  A reporting attorney who has  reported
     a  matter  all  the  way  "up  the ladder" within  the  issuer  and  who
     reasonably  believes  that  the issuer has not  responded  appropriately
     would  be  required to take reasonable steps under the circumstances  to
     document  the  response  and  to retain any  such  documentation  for  a
     reasonable time.
     
     Subsection  205.3(d) would deal with the obligation of an  attorney  who
     has not received an appropriate response from the issuer and, in certain
     instances,  requires  or  permits  a  "noisy  withdrawal."   While  this
     provision is not specifically mandated by Section 307, a provision  that
     obligates  a reporting attorney under certain circumstances to disaffirm
     a  submission  to  the Commission which the attorney believes  has  been
     tainted  by a material violation (and permits the attorney to  disaffirm
     under  other  circumstances) is important to the effective operation  of
     the  reporting  obligation in those instances where an issuer  does  not
     respond  appropriately.  The provision would distinguish between outside
     attorneys  retained by the issuer and attorneys employed by  the  issuer
     because attorneys employed by an issuer face greater potential obstacles
     to  compliance,  and  because the personal  cost  of  compliance  to  an
     attorney employed by the issuer is greater.  The provision would  impose
     an affirmative obligation on attorneys to disaffirm a document or filing
     where they believe a violation is ongoing or prospective because of  the
     greater potential of harm to investors inherent in such violations.  The
     rule would provide that where an attorney files a notification with  the
     Commission  as  part  of  a  "noisy withdrawal,"  no  violation  of  the
     attorney/client privilege occurs (205.3(d)(1)(iii), (d)(2)(iii).  As  an
     alternative  process for considering reports of material violations,  an
     issuer  may  (but  is  not  required to)  establish  a  qualified  legal
     compliance  committee (QLCC) comprised of at least  one  member  of  the
     issuer's audit committee, and two or more members of the issuer's board,
     all  of  whom  must  be  independent, for the purpose  of  investigating
     reports made by attorneys of evidence of a material violation.  The QLCC
     would  be authorized to require the issuer to take remedial action.   If
     the issuer were to fail to act as directed by the QLCC, each QLCC member
     would  have the responsibility to notify the Commission.  Attorneys  who
     report  evidence of a material violation to a QLCC would not be  subject
     to the rule's "noisy withdrawal" requirement.
     
     Subsection  205.3(e)  would set forth the specific  circumstances  under
     which  an  attorney  is authorized to disclose confidential  information
     related  to his or her appearance and practice before the Commission  in
     the  representation  of  an  issuer.  Pursuant  to  this  provision,  an
     attorney would be allowed to use the contemporaneous records he  or  she
     creates to defend against charges of attorney misconduct, a right  which
     is  similar to the "self-defense" exception contained in the Model Rules
     and  state ethical rules.  This provision would provide an incentive for
     attorneys  to take adequate steps to create the contemporaneous  records
     prescribed under the rule.  Subsection 205.3(e)(2) also would  allow  an
     attorney  to  reveal confidential information to the Commission  to  the
     extent  necessary to prevent the commission of an illegal act which  the
     attorney reasonably believes will result either in perpetration of fraud
     upon  the  Commission  or  in substantial injury  to  the  financial  or
     property  interests of the issuer or another.  Similarly,  the  attorney
     would  be  allowed to disclose confidential information  to  rectify  an
     issuer's  illegal actions when such actions have been  advanced  by  the
     issuer's use of the attorney's services.
     
     Finally,  Subsection 205.3(e)(3) would provide that an issuer  does  not
     waive  any  applicable  privileges by sharing  confidential  information
     regarding  misconduct  by the issuer's employees or  officers  with  the
     Commission  pursuant  to  a confidentiality agreement.   The  Commission
     believes  that  allowing cooperative issuers and  attorneys  to  produce
     internal  reports  under  a  confidentiality agreement  without  waiving
     privilege   will  significantly  assist  the  expeditious   conduct   of
     Commission investigations.
     
     Responsibilities of Supervisory and Subordinate Attorneys
          
     Subsections 205.4 and 205.5 would detail the respective responsibilities
     of  supervisory and subordinate attorneys, both those employed  in-house
     by  the  issuer  and those serving as outside counsel  retained  by  the
     issuer.
     
     Sanctions for Violations of the Rule
     
     Subsection  205.6 would describe the manner in which violations  of  the
     rule would be prosecuted by the Commission.  Pursuant to Section 3(b) of
     the  Act, a violation of any rule issued by the Commission under the Act
     constitutes a violation of the Exchange Act.  Accordingly, violation  of
     the  proposed  rule would subject the violator to all the  remedies  and
     sanctions available under the Exchange Act, including injunctions, cease
     and  desist orders, and officer and director bars for attorneys who  are
     officers and directors.

     The  full text of the detailed release concerning this proposal will  be
     posted  to  the  SEC  Web  site as soon as possible.  Comments  will  be
     collected  for  30  days following publication of the  proposal  in  the
     Federal Register.  (Press Rel. 2002-158)

ENFORCEMENT PROCEEDINGS
     

COMMISSION  SANCTIONS  U.S.  BANCORP  PIPER  JAFFRAY  INC.  FOR  FAILING   TO
REASONABLY SUPERVISE A FORMER REGISTERED REPRESENTATIVE

     On  Nov.  5.,  the  Commission entered an Order Instituting  Proceedings
     Pursuant  to  Section  15(b)  of the Securities  Exchange  Act  of  1934
     (Exchange Act), Making Findings and Imposing Remedial Sanctions  (Order)
     against U.S. Bancorp Piper Jaffray Inc. (Piper Jaffray).  Piper Jaffray,
     while  neither admitting nor denying the Order's findings, consented  to
     the  entry  of  the  Order and the imposition of sanctions  against  it.
     Piper  Jaffray,  based  in Minneapolis, Minnesota,  is  a  broker-dealer
     registered  with  the  Commission.  Piper Jaffray  has  numerous  branch
     offices, including one in Sioux Falls, South Dakota.
     
     The  Commission's  Order found that from January 1998 through  September
     2001,  a registered representative (Registered Representative) of  Piper
     Jaffray's Sioux Falls branch office and his customer (Customer)  engaged
     in  a  "marking  the close" scheme to affect the closing  price  of  the
     common  stock  of  a  publicly-traded company.   The Commission's  Order
     found  that  throughout  most  of the relevant  period,  the  Registered
     Representative also acted as branch manager of the Sioux  Falls  office.
     The Registered Representative and the Customer placed day-end trades  at
     artificially  higher prices in this stock thereby increasing  improperly
     the stock's closing price so as to satisfy or reduce margin calls on his
     brokerage accounts at Piper Jaffray.
     
     The  Commission's Order found that Piper Jaffray failed to supervise its
     Registered Representative and failed to have adequate systems  in  place
     to  detect  or  prevent  this  marking the  close  scheme.   Because  of
     deficiencies with Piper Jaffray's surveillance procedures and  with  its
     structure  for  supervising "producing" branch managers, i.e.,  managers
     who  also  act  as  registered representatives for customers,  the  firm
     failed   to   detect  and  prevent  the  misconduct  of  the  Registered
     Representative.  The Commission's Order found that Piper Jaffray did not
     have an exception report capable of identifying end-of-the-day trades in
     its customer accounts; it instead relied on order ticket approval and/or
     review to detect possible marking the close violations.
     
     The  Order, pursuant to Section 15(b) of the Securities Exchange Act  of
     1934, censures Piper Jaffray.  The Order also requires Piper Jaffray  to
     maintain  the  following  undertakings: creating  a  marking  the  close
     exception  report,  and the creation of at least  eight  District  Sales
     Supervisors  to  replace the single position previously responsible  for
     supervising "producing" branch managers.  The Order also requires  Piper
     Jaffray to pay a civil monetary penalty of $100,000.
     
     The  Commission  would  like  to  thank  the  National  Association   of
     Securities Dealers Regulation, Inc. (NASDR) for its assistance  in  this
     matter.  (Rel. 34-46770; File No. 3-10926)

ADMINISTRATIVE PROCEEDINGS INSTITUTED AGAINST SALMAN SHARIFF

     On Nov. 5, the Commission instituted administrative proceedings pursuant
     to  Section  15(b)  of the Securities Exchange Act of 1934  and  Section
     203(f)  of  the  Investment Advisers Act of 1940 against Salman  Shariff
     (Shariff)  of  Cary,  North  Carolina,  to  determine  whether  remedial
     sanctions should be imposed against Shariff based on an allegation  that
     a  default judgment of permanent injunction was entered against  Shariff
     enjoining  him from further 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
     Securities Exchange Act of 1934 and Rule l0b-5 thereunder, and  Sections
     206(l)  and  (2)  of  the Investment Advisers Act  of  1940.  The  Order
     Instituting  Public Administrative Proceedings alleges  that  from  Dec.
     1996  through  June  2001, Shariff acted s an unregistered  broker.  The
     Order  further  alleges that Shariff was associated  with  a  registered
     broker-dealer as a registered representative from February 1996  through
     May  1997.  It also alleges that from December 1996 through  June  2001,
     Shariff   was   associated  with  Vestron  Financial   Corporation,   an
     unregistered  investment adviser, as its president. A  hearing  will  be
     scheduled  to  determine  what,  if any, remedial  sanctions  should  be
     imposed against Shariff.  (Rel. 34-46773; IA-2077; File No. 3-10927)
     
ADMINISTRATIVE PROCEEDINGS INSTITUTED AGAINST MAX TANNER

     On  Nov.  5,  the  Commission  instituted an  administrative  proceeding
     against Max C. Tanner (Tanner), an attorney licensed to practice law  in
     the  State  of  Nevada. The Order Instituting Proceedings (OIP)  alleges
     that  Tanner  participated in a scheme to manipulate the public  trading
     market  for the stock of Maid Aide, Inc. (MDAN), a public shell company.
     Tanner  incorporated MDAN and was MDAN's original director and principal
     shareholder.
     
     On  August  12, 2002, the United States District Court for the  Southern
     District  of  New  York  entered  a  default  judgment  against   Tanner
     permanently enjoining him from violating the securities registration and
     antifraud  provisions of the Securities Act of 1933 and  the  Securities
     Exchange  Act  of  1934.  The complaint in the civil  injunctive  action
     alleges  that  Tanner  and  others sold their  unregistered  MDAN  stock
     through  two  boiler  room operations at artificially  inflated  prices.
     Unlicensed  brokers used high-pressure sales tactics,  in  exchange  for
     undisclosed  kickbacks.   Through this  scheme,  Tanner  and  the  other
     defendants defrauded investors out of more than $3.7 million.
     
     Tanner  was  ordered to disgorge $2,145,167.65 that  he  obtained  as  a
     result  of  his  fraudulent  scheme,  plus  $616,149.47  in  prejudgment
     interest.   He  was  also  ordered to pay a civil  monetary  penalty  of
     $350,000.
     
     On  Nov. 19, 2001, Tanner was convicted in a related criminal case of 37
     counts  of  securities fraud relating to MDAN, including mail  and  wire
     fraud, tax fraud, and money laundering.  U.S v. Tanner, CR-S-00-193-KJD.
     
     The  OIP temporarily suspends Tanner from appearing or practicing before
     the  Commission.  If Tanner does not file a petition with the Commission
     to lift the temporary suspension within thirty days after service of the
     OIP, the suspension will become permanent.
     
     For  further information see Litigation Releases No. 17305 (January  14,
     2002) and 17790 (October 17, 2002). (Rel. 34-46775; File No. 3-10928)
     
COMMISSION FILES COMPLAINT AGAINST MICHAEL RIVERS AND THOMAS HALL IN  ALLEGED
"MARKING THE CLOSE" MARKET MANIPULATION SCHEME
     
     On  Oct. 31, 2002, the Commission filed a complaint in the United States
     District  Court  for the District of Minnesota against  Thomas  E.  Hall
     (Hall)  and  Michael J. Rivers (Rivers) alleging that  Hall  and  Rivers
     perpetrated  a  fraudulent scheme to artificially increase  the  closing
     price of First Federal Capital Corporation (First Federal) common stock.
     Hall,  of  Sioux  Falls,  South Dakota, was  employed  as  a  registered
     representative  and branch manager for U.S. Bancorp Piper  Jaffray  Inc.
     (Piper  Jaffray).  Rivers, of Winona, Minnesota, was a customer of  Hall
     at  Piper Jaffray.  The Commission's complaint alleges that the  purpose
     of  this  scheme was to prevent or reduce numerous margin  calls  Rivers
     received  on his trading accounts at Piper Jaffray.  The complaint  also
     alleges  that Hall and Rivers' scheme artificially increased the closing
     price  of  First Federal common stock, which constituted  violations  of
     Section 10(b) of the Securities Exchange Act of 1934 (Exchange Act)  and
     Rule 10b-5 promulgated thereunder.
     
     Hall  consented,  without admitting or denying the  allegations  in  the
     complaint,  to  the entry of an order of permanent injunction  enjoining
     him  from violations of Section 10(b) of the Exchange Act and Rule 10b-5
     thereunder  and  imposing  a civil penalty of $50,000.   The  litigation
     against Rivers is pending.
     
     The  Commission  would  like  to  thank  the  National  Association   of
     Securities Dealers Regulation, Inc. (NASDR) for its assistance  in  this
     matter.  [SEC v. Michael J. Rivers and Thomas E. Hall, 02-4213, JRT/FLN,
     USDC Minn.] (LR-17828)

SEC  FILES AMENDED COMPLAINT AGAINST WORLDCOM TO ADD ADDITIONAL FRAUD  CHARGE
AND TWO OTHER NEW CHARGES, AND EXPAND THE SCOPE OF THE ALLEGED FRAUD
     
     On  Nov.  5, the Commission filed an amended complaint against  WorldCom
     Inc.  The  amended  complaint, filed in the Commission's  pending  civil
     action  in  federal district court in New York with WorldCom's  consent,
     adds  claims  that  WorldCom  violated the antifraud  provision  of  the
     Securities  Act  of  1933  (Section 17(a)), in connection  with  several
     securities  offerings during the fraud, and also violated  the  internal
     controls and books and records provisions of the Securities Exchange Act
     of  1934  (Sections 13(b)(2)(A) and 13(b)(2)(B)).  The amended complaint
     broadens  the  Commission's  charges  to  allege  that  WorldCom  misled
     investors  from at least as early as 1999 through the first  quarter  of
     2002,  and further states that the company has acknowledged that  during
     that  period,  as  a  result  of undisclosed  and  improper  accounting,
     WorldCom  materially overstated the income it reported on its  financial
     statements by approximately $9 billion.
     
     The  Commission filed its initial complaint against WorldCom on June 26,
     2002,  the day after WorldCom announced that it intended to restate  its
     financial  results for five quarters-all quarters in 2001 and the  first
     quarter of 2002.  (Litigation Release No. 17588.)  The initial complaint
     charged   WorldCom  with  violating  various  antifraud  and   reporting
     provisions of the federal securities laws, including Sections 10(b)  and
     13(a)  of  the Exchange Act and Exchange Act Rules 10b-5, 13a-1,  13a-13
     and  12b-20, during those five quarters.  The Commission also sought the
     appointment  of a corporate monitor, and on July 3, U.S. District  Judge
     Jed  S.  Rakoff  appointed former SEC Chairman Richard Breeden  to  that
     position.
     
     Since the Commission filed its action against WorldCom, the company  has
     made a series of announcements expanding its anticipated restatement  in
     amount  and time.  In addition, the Commission has brought civil actions
     against  four former employees of WorldCom.  The Commission filed  civil
     actions  against former WorldCom Controller David F. Myers on  Sept.  26
     (Litigation  Release  No. 17753); former WorldCom  Director  of  General
     Accounting Buford "Buddy" Yates, Jr., on Oct. 7 (Litigation Release  No.
     17771);  and Betty L. Vinson and Troy M. Normand, former accountants  in
     the  WorldCom's  General Accounting Department, on Oct.  10  (Litigation
     Release No. 17783).  All of these actions are pending.
     
     The  Commission acknowledges the assistance and cooperation of the  U.S.
     Attorney's Office for the Southern District of New York and the  Federal
     Bureau  of  Investigation.  The Commission's investigation into  matters
     related to WorldCom's financial fraud is continuing.   [SEC v. WorldCom,
     Inc., Civil Action No. 02-CV-4963, JSR] (LR-17829; AAE Rel. 1658)
     

INVESTMENT  COMPANY ACT RELEASES
     

ALLSTATE LIFE INSURANCE COMPANY, ET AL.

     A  notice has been issued giving interested persons until Dec. 4,  2002,
     to  request a hearing on an application filed by Allstate Life Insurance
     Company (Allstate), et al.   Applicants seek to amend an existing  order
     of exemption pursuant to Section 6(c) of the Act to the extent necessary
     to  permit  the  recapture,  under specified circumstances,  of  credits
     applied  to  contributions  made  under (a)  certain  deferred  variable
     annuity  contracts and certificates, including certain certificate  data
     pages  and endorsements, that Allstate will issue in the future  through
     Separate  Account  A  (Amended Contracts), and (b) under  contracts  and
     certificates, including certain certificate data pages and endorsements,
     that  any  life  insurance company applicant may  issue  in  the  future
     through  any  separate  account that are substantially  similar  in  all
     material respects to the Amended Contracts.  (Rel. IC-25792 - Nov. 4)
     

SELF-REGULATORY ORGANIZATIONS
     

IMMEDIATE EFFECTIVENESS OF PROPOSED RULE CHANGES

     A  proposed  rule  change (SR-CHX-2002-30) filed by the  Chicago  Stock
     Exchange relating to the eligibility of limit orders for trade  through
     protection  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 Nov.  4.   (Rel.  34-
     46762)
     
     A proposed rule change filed by the American Stock Exchange relating to
     member transaction fees for certain Exchange-traded funds (SR-Amex-2002-
     81)  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 Nov. 4.  (Rel. 34-46764)
     
ACCELERATED APPROVAL OF PROPOSED RULE CHANGE

     The  Commission granted accelerated approval to a proposed rule  change
     (SR-Amex-2002-80),  filed by the American Stock Exchange,  pursuant  to
     Section  19(b)(2) of the Securities Exchange Act of 1934,  relating  to
     the  listing and trading of Principal Protected Sector Selector  Notes.
     Publication of the proposal in the Federal Register is expected  during
     the week of Nov. 11.  (Rel. 34-46769)
     
APPROVING PROPOSED RULE CHANGE

     The Commission approved a proposed rule change submitted under Rule 19b-
     4 (SR-NQLX-2002-01) and granted accelerated approval of Amendment No. 1
     thereto  by  the  Nasdaq Liffe Markets, LLC (NQLX) relating  to  margin
     rules  for  security  futures products other than options  on  security
     futures.   Publication  of  the proposal in  the  Federal  Register  is
     expected during the week of Nov. 11.  (Rel. 34-46771)
     
PROPOSED RULE CHANGE

     The Depository Trust Company filed a proposed rule change (SR-DTC-2002-
     15)  under  Section  19(b)(1) of the Exchange Act.  The  proposed  rule
     change   would   eliminate  the  FAST  Certificate-on-Demand   service.
     Publication of the proposal in the Federal Register is expected  during
     the week of Nov. 11.  (Rel. 34-46772)
     

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:
     <publicinfo@sec.gov>.  In most cases, this information is also available
     on the Commission's website: <www.sec.gov>.

S-8     UNIVERSAL BROADBAND COMMUNICATIONS INC,
        18200 VON KARMAN AVENUE, 10TH FLOOR, IRVINE, CA, 92612, 949-567-1880 -
        3,000,000 ($6,000,000.00) Equity, (File 333-100998 - Nov. 5) (BR. 09)

S-8     POPULAR INC, 209 MUNOZ RIVERA AVE, POPULAR CENTER BUILDING, HATO REY,
        PR, 00918, 7877659800 - 0 ($15,825,000.00) Equity, (File 333-100999 -
        Nov. 5) (BR. 07)

N-2     AIG GLOBAL INVESTMENT GROUP MUNICIPAL INSURED FUND, 175 WATER STREET,
        NEW YORK, NY, 10038, 212 458 2000 - 0 ($1,500,000.00) Equity,
        (File 333-101002 - Nov. 5) (BR. 18)

S-8     ROANOKE TECHNOLOGY CORP, 539 BECKER DRIVE, ROANOKE RAPIDS, NC, 27870,
        2525379222 - 10,000,000 ($100,000.00) Equity, (File 333-101003 -
        Nov. 5) (BR. 08)

S-3     GENESIS HEALTH VENTURES INC /PA, 101 EAST STATE STREET, KENNETT SQUARE,
        PA, 19348, 6104446350 - 750,000 ($10,785,000.00) Other,
        (File 333-101004 - Nov. 5) (BR. 01)

S-8     TELEFLEX INC, 630 W GERMANTOWN PK STE 450, SUITE 450, PLYMOUTH MEETING,
        PA, 19462, 2158346301 - 300,000 ($12,630,000.00) Equity,
        (File 333-101005 - Nov. 5) (BR. 36)

S-8     PITTS & SPITTS INC, 750 WEST PENDER ST, SUITE 804,
        VANCOUVER BRITISH CO, A6, V6C 2T8, 7027322253 - 0 ($200,000.00) Equity,
        (File 333-101006 - Nov. 5) (BR. 09)

S-8     ITC DELTACOM INC, 1791 O G SKINNER DRIVE, WEST POINT, GA, 31833,
        7066453880 - 0 ($22,270,000.00) Equity, (File 333-101007 - Nov. 5)
        (BR. 37)

S-8     CROWN CASTLE INTERNATIONAL CORP, 510 BERING DRIVE, SUITE 500, HOUSTON,
        TX, 77057, 7135703000 - 0 ($22,660,118.00) Equity, (File 333-101008 -
        Nov. 5) (BR. 37)

S-4     NORTH FORK BANCORPORATION INC, 275 BROAD HOLLOW RD, PO BOX 8914,
        MELVILLE, NY, 11747, 6318441004 -
        0 ($500,000,000.00) Non-Convertible Debt, (File 333-101009 - Nov. 5)
        (BR. 07)

S-8     ROCKFORD CORP, 546 SOUTH ROCKFORD DRIVE, TEMPE, AZ, 85281, 4809673565 -
        600,000 ($3,774,000.00) Equity, (File 333-101010 - Nov. 5) (BR. 02)

S-1     CAMPBELL STRATEGIC ALLOCATION FUND LP, 210 W PENNSYLVANIA AVE, STE 770,
        BALTIMORE, MD, 21204, 4102963301 -
        0 ($900,000,000.00) Limited Partnership Interests, (File 333-101011 -
        Nov. 5) (BR. 08)

S-8     TUMBLEWEED COMMUNICATIONS CORP, 700 SAGINAW DR, REDWOOD CITY, CA,
        94063, 6502162000 - 50,000 ($59,750.00) Equity, (File 333-101018 -
        Nov. 5) (BR. 08)

S-8     GENTA INC DE/, TWO CONNELL DRIVE, .., BERKELEY HEIGHTS, NJ, 07922,
        (908) 286-9800 - 9,150,000 ($54,812,500.00) Equity, (File 333-101022 -
        Nov. 5) (BR. 01)

S-8     JENNIFER CONVERTIBLES INC, 419 CROSSWAYS PK DR, WOODBURY, NY, 11797,
        5164961900 - 0 ($4,435,650.00) Equity, (File 333-101024 - Nov. 5)
        (BR. 02)

S-8     FIRST COMMUNITY BANCORP /CA/, 6110 EL TORDO, RANCHO SANTA FE, CA,
        92067, 8587563023 - 0 ($36,990,400.00) Equity, (File 333-101025 -
        Nov. 5) (BR. 07)

S-8     TORONTO DOMINION BANK, TD TOWER 12TH FLOOR 55 KING STREET WEST,
        PO BOX 1 TORONTO, PROVINCE ONTARIO, A6, 4169828222 -
        1,500,000 ($28,755,000.00) Equity, (File 333-101026 - Nov. 5) (BR. 07)

S-3     OLIN CORP, 501 MERRITT 7, P O BOX 4500, NORWALK, CT, 06856,
        2037503000 - 0 ($400,000,000.00) Unallocated (Universal) Shelf,
        (File 333-101027 - Nov. 5) (BR. 04)

S-4     TRANS WORLD CORP, 545 FIFTH AVE, STE 940, NEW YORK, NY, 10017,
        2129833355 - 0 ($6,666,660.00) Equity, (File 333-101028 - Nov. 5)
        (BR. 02)

S-3     OLIN CORP, 501 MERRITT 7, P O BOX 4500, NORWALK, CT, 06856,
        2037503000 - 0 ($69,610,214.88) Equity, (File 333-101029 - Nov. 5)
        (BR. 04)

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:  <publicinfo@sec.gov>.   In  most
cases,   this  information  is  also  available  on  the  Commission's   website:
<www.sec.gov>.

                                       STATE     8K ITEM NO.
NAME OF ISSUER                         CODE   1 2 3 4 5 6 7 8 9     DATE    COMMENT
-----------------------------------------------------------------------------------
ABERDENE MINES LTD                                  X     X       11/04/02   AMEND

ACE CASH EXPRESS INC/TX                 TX            X   X       10/25/02

ACT MANUFACTURING INC                   MA            X   X       10/25/02

ADELPHIA COMMUNICATIONS CORP            DE                    X   10/25/02

ADVANCED NEUROMODULATION SYSTEMS INC    TX      X                 11/05/02

AEHR TEST SYSTEMS                       CA            X   X       11/04/02

AGERE SYSTEMS INC                       DE            X   X       10/30/02

AMANASU ENERGY CORP                     NV            X   X       09/30/02

AMERICAN NATURAL ENERGY CORP            OK                X       11/01/02

AMERISOURCEBERGEN CORP                  DE            X   X       11/05/02

ANCONA MINING CORP                      NV          X     X       11/04/02   AMEND

ANTHEM INC                              IN                    X   11/04/02

APCO ARGENTINA INC/NEW                                    X   X   10/30/02

APPLIED MOLECULAR EVOLUTION INC         DE            X   X       11/05/02

ARRHYTHMIA RESEARCH TECHNOLOGY INC /D   DE            X   X       11/01/02

AVANI INTERNATIONAL GROUP INC //        NV      X         X       10/23/02

AVI BIOPHARMA INC                       OR            X   X       11/05/02

AXSYS TECHNOLOGIES INC                  DE            X   X       10/31/02

BICO INC/PA                             PA            X           11/04/02

BIZCOM USA INC                          FL          X     X       11/01/02

BONGIOVI ENTERTAINMENT INC              NV          X     X       10/31/02

BRITTON & KOONTZ CAPITAL CORP           MS            X   X       10/22/02

CADMUS COMMUNICATIONS CORP/NEW          VA                X   X   11/04/02

CALPINE CORP                            DE            X   X       11/04/02

CAMDEN MINES LTD                        NV          X     X       11/04/02   AMEND

CAPITAL AUTO RECEIVABLES INC            DE            X   X       11/04/02

CARBIDE GRAPHITE GROUP INC /DE/         DE            X   X       11/01/02

CHART INDUSTRIES INC                    DE                X   X   11/04/02

CHARTER COMMUNICATIONS INC /MO/         DE                X   X   11/05/02

CHENIERE ENERGY INC                     DE      X     X   X       10/29/02

CHESAPEAKE ENERGY CORP                  OK            X       X   11/04/02

CHINA XIN NETWORK MEDIA CORP            FL    X         X         10/25/02

CIT GROUP INC                           DE            X   X       11/01/02

COMBINED PENNY STOCK FUND INC           CO          X     X       10/18/02   AMEND

COMMSCOPE INC                           DE                    X   11/04/02

COMMUNITY BANCSHARES INC /DE/           DE          X             10/31/02   AMEND

CONSOLIDATED CAPITAL INSTITUTIONAL PR   CA                X       08/22/02   AMEND

CREDIT SUISSE FIRST BOSTON MOR AC COR   DE            X   X       10/25/02

CSP INC /MA/                            MA            X           11/05/02

DIMON INC                               VA                    X   11/05/02

DIMON INC                               VA                X   X   11/05/02

DREYERS GRAND ICE CREAM INC             DE            X   X       10/25/02

EBENX INC                               MN            X           11/04/02

ECHAPMAN INC                            MD            X   X       11/05/02

ECHOSTAR COMMUNICATIONS CORP            NV            X           11/05/02

ELINE ENTERTAINMENT GROUP INC           NV            X           11/05/02

EQUITY INNS INC                         TN                    X   11/04/02

EVCI CAREER COLLEGES INC                DE      X         X       10/21/02

EXULT INC                               DE                    X   11/04/02

FIRST GEORGIA HOLDING INC               GA                  X     09/30/02

FIRST REAL ESTATE INVESTMENT TRUST OF   NJ            X           11/01/02

FLORIDA PUBLIC UTILITIES CO             FL        X               11/01/02

FNB BANCSHARES INC /SC/                 SC          X     X       10/29/02   AMEND

FOG CUTTER CAPITAL GROUP INC            MD            X   X       11/01/02

FORWARD AIR CORP                        TN                X   X   11/05/02

GATEWAY INTERNATIONAL HOLDINGS INC      NV            X           11/05/02

GENEREX BIOTECHNOLOGY CORP              DE            X           10/23/02

GOLDEN TELECOM INC                      DE            X   X       11/04/02

HAGGAR CORP                             NV            X   X   X   11/05/02

HALLIBURTON CO                          DE                    X   11/04/02

HANCOCK JOHN FINANCIAL SERVICES INC                   X           11/04/02

HANCOCK JOHN LIFE INSURANCE CO          MA            X   X       11/05/02

HAWTHORNE FINANCIAL CORP                CA            X           11/01/02

HAWTHORNE FINANCIAL CORP                CA                X       08/23/02   AMEND

HERITAGE FINANCIAL HOLDING                            X           10/30/02

HOLIDAY RV SUPERSTORES INC              DE            X   X       10/31/02

I TELECO COM INC                                    X             09/27/02

I TRAX INC                              DE                    X   11/05/02

IKON OFFICE SOLUTIONS INC               OH            X           11/04/02

INDUSTRI MATEMATIK INTERNATIONAL CORP   DE            X           11/04/02

INDYMAC MBS INC                                       X   X       10/30/02

INFORTE CORP                            DE                    X   11/01/02

ION NETWORKS INC                        DE                  X     10/25/02

JUPITERMEDIA CORP                       DE                    X   11/04/02

KANSAS CITY SOUTHERN                    DE                X   X   11/05/02

KENTUCKY ELECTRIC STEEL INC /DE/        DE                X   X   10/25/02

KEYSTONE MINES LTD                      NV          X     X       11/04/02   AMEND

KNIGHT RIDDER INC                       FL                    X   11/04/02

LASALLE RE HOLDINGS LTD                               X   X       11/04/02

LIBERTY CORP                            SC                    X   11/05/02

LIBERTY CORP                            SC                    X   11/05/02

LIFE PARTNERS HOLDINGS INC              TX    X                   11/01/02

LONE STAR STEAKHOUSE & SALOON INC       DE            X           10/24/02

LONG BEACH SECURITIES CORP              DE                X       11/05/02

LPA HOLDING CORP                        DE            X   X       11/01/02

LSI LOGIC CORP                          DE            X   X       10/23/02

LUCILLE FARMS INC                       DE          X     X       10/29/02

LYONDELL CHEMICAL CO                    DE      X         X       08/22/02   AMEND

M&T BANK CORP                           NY            X   X       10/09/02

MACK CALI REALTY CORP                   MD                X   X   11/04/02

MACK CALI REALTY CORP                   MD                X   X   11/04/02

MACROVISION CORP                        DE                X   X   11/05/02

MB FINANCIAL INC     /MD                MD            X   X       11/04/02

MBNA CORP                               MD            X           11/05/02

MDU RESOURCES GROUP INC                 DE            X   X       11/01/02

MELLON FINANCIAL CORP                   PA            X   X       11/04/02

MILLENNIUM CELL INC                     DE            X           10/31/02

MODEM MEDIA INC                         DE            X           11/05/02

NATCO GROUP INC                         DE            X   X       11/04/02

NETCURRENTS INC/                        DE            X           04/20/02

NETCURRENTS INC/                        DE            X           08/29/02

NETGURU INC                             DE            X   X       10/30/02

NEW YORK COMMUNITY BANCORP INC          DE                X   X   11/01/02

NN INC                                  DE            X   X       11/05/02

NORTHERN OSTRICH CORP                   NV            X           10/31/02

NOVEX SYSTEMS INTERNATIONAL INC         NY      X                 11/05/02

NRG ENERGY INC                          DE            X           11/01/02

NUTRA PHARMA CORP                       CA      X                 08/12/02   AMEND

OLYMPUS COMMUNICATIONS LP               DE                    X   10/25/02

OPTA FOOD INGREDIENTS INC /DE           DE            X   X       10/25/02

ORLANDO PREDATORS ENTERTAINMENT INC     FL            X           10/31/02

PACIFIC NORTHWEST BANCORP               WA            X   X       11/01/02

PAINEWEBBER MORTGAGE ACCEPTANCE CORP    DE            X   X       06/26/00

PANAMERICAN BEVERAGES INC               R1                X   X   11/05/02   AMEND

PATH 1 NETWORK TECHNOLOGIES INC                     X X           11/05/02

PENWEST PHARMACEUTICALS CO              WA            X   X       11/01/02

PICCADILLY CAFETERIAS INC               LA            X   X       11/04/02

PIPELINE DATA INC                               X                 10/31/02   AMEND

PLAINS ALL AMERICAN PIPELINE LP         DE                    X   10/29/02   AMEND

PROSPERITY BANCSHARES INC               TX            X   X       11/01/02

PRUDENTIAL FINANCIAL INC                NJ            X       X   11/05/02

QUAKER CITY BANCORP INC                 DE            X   X       10/17/02

QUEPASA COM INC                         NV            X   X       10/30/02

QUOVADX INC                             DE                    X   11/05/02

RAMCO GERSHENSON PROPERTIES TRUST       MA            X   X       11/05/02

RCN CORP /DE/                           DE                X   X   11/05/02

RECKSON OPERATING PARTNERSHIP LP        DE                X   X   11/05/02

REDWOOD MICROCAP FUND INC                           X     X       10/18/02   AMEND

RELAY MINES LTD                         NV          X     X       11/04/02   AMEND

SALIX PHARMACEUTICALS LTD                             X   X       10/25/02

SANGUI BIOTECH INTERNATIONAL INC        CO            X           11/30/02

SAXON ASSET SECURITIES CO               VA            X           11/05/02

SEVEN SEAS PETROLEUM INC                B0            X   X       10/31/02

SOUTH FINANCIAL GROUP INC               SC      X         X       11/02/02

SOUTHWEST BANCORP OF TEXAS INC          TX            X   X       11/01/02

STANLEY WORKS                           CT            X           11/05/02

STATE STREET CORP                       MA            X   X       11/05/02

SURG II INC                             MN    X           X       10/22/02

SUSQUEHANNA BANCSHARES INC              PA            X   X       11/04/02

SYCONET COM INC                         DE          X     X       08/19/02   AMEND

SYSTEMS & COMPUTER TECHNOLOGY CORP      DE      X         X       10/23/02

T REIT INC                              VA      X         X       11/04/02   AMEND

TAIWAN FUND INC                         DE                    X   09/01/02

TECO ENERGY INC                         FL                    X   10/17/02

TEKRON INC                              DE          X             11/04/02

TENET HEALTHCARE CORP                   NV            X   X       11/04/02

TNP ENTERPRISES INC                     TX      X         X       10/31/02

TRENWICK AMERICA CORP                   DE            X   X       11/04/02

TRENWICK GROUP LTD                                    X   X       11/04/02

TTR TECHNOLOGIES INC                    DE            X           11/05/02

TXU CORP /TX/                           TX      X         X       10/30/02

TXU EUROPE LTD                                  X                 10/21/02

U S RESTAURANT PROPERTIES INC           MD            X   X       11/04/02

UAL CORP /DE/                           DE            X   X       11/05/02

UBICS INC                               DE      X         X       10/21/02

UNIT CORP                               DE                    X   11/05/02

URS CORP /NEW/                          DE      X         X       08/22/02   AMEND

US AIRWAYS GROUP INC                    DE            X   X       11/05/02

US XPRESS ENTERPRISES INC               NV                    X   11/04/02

VENTAS INC                              DE                X   X   11/05/02

VENTURE HOLDINGS CO LLC                 MI                    X   11/05/02

VIAD CORP                               DE                    X   11/05/02

VICON FIBER OPTICS CORP                 DE          X             10/09/02   AMEND

WACHOVIA COMMERCIAL MORTGAGE SECURITI   NC            X   X       11/05/02

WASHINGTON REAL ESTATE INVESTMENT TRU   MD            X   X       11/04/02

WASHINGTON REAL ESTATE INVESTMENT TRU   MD                X   X   11/04/02

WESTMORELAND COAL CO                    DE            X   X       11/05/02

WFN CREDIT CO LLC                       DE            X   X       11/05/02

ZAMBA CORP                              DE            X   X       11/04/02

ZETA CORP /CA                           FL            X           10/31/02   AMEND

ZWEIG FUND INC /MD/                     MD            X   X       10/25/02

ZWEIG TOTAL RETURN FUND INC             MD            X   X       10/25/02