SEC NEWS DIGEST

Issue 2004-132                                                  July 12, 2004


ENFORCEMENT PROCEEDINGS
     

IN THE MATTER OF LARRY STOCKETT

     An  Administrative  Law Judge has issued an Order  Making  Findings  and
     Imposing  Remedial Sanction By Default (Default Order) in the Matter  of
     Larry  A. Stockett.  The Order Instituting Proceedings alleged  that  on
     March  4, 2004, a judgment was entered against Larry A. Stockett in  the
     United  States  District Court for the District of  Nevada,  permanently
     enjoining  him  from violating Sections 5(a) and 5(c) of the  Securities
     Act  of  1933,  and  Sections 10(b), 13(a),  13(d),  and  16(a)  of  the
     Securities Exchange Act of 1934 and Rules 10b-5, 12b-25, 13a-1,  13a-11,
     13a-13,  13d-1, 13d-2, 16a-2, and 16a-3 thereunder.  The  Default  Order
     finds  this  allegation  to  be true and bars  Larry  A.  Stockett  from
     participating in an offering of penny stock.   (Rel. 34-49996; File  No.
     3-11491)
     
SEC  BRINGS  SETTLED  ENFORCEMENT ACTION AGAINST  FORMER  KARLINS,  ARNOLD  &
CORBITT  PARTNER FOR IMPROPER PROFESSIONAL CONDUCT IN CONNECTION  WITH  AUDIT
SERVICES FOR UNISTAR FINANCIAL SERVICE CORP.
     On   July   9,  the  Commission  issued  an  order  instituting   public
     administrative  proceedings  pursuant  to  Rule  102(e)(1)(ii)  of   the
     Commission's  Rules of Practice, making findings, and imposing  remedial
     sanctions against Michael Karlins, CPA.  Karlins was a certified  public
     accountant  with  the firm of Karlins, Arnold & Corbitt,  P.C.  and  was
     retained  to  conduct  an audit of the financial statements  of  Unistar
     Financial  Services  Corp. in 1999.  The Commission found  that  Karlins
     engaged  in  intentional or reckless conduct that resulted in violations
     of  generally  accepted  auditing standards  (GAAS).   Due  in  part  to
     Karlins'  conduct, Unistar recorded in excess of $75 million dollars  in
     goodwill  and  "customer  lists" in a related party  transaction,  which
     violated  Generally  Accepted  Accounting  Principles.   As  a   result,
     Unistar's financial statements included in its 1998 Form 10-KSB and  its
     Forms  10-QSB  for  the third quarter of 1998 and the first  and  second
     quarters  of  1999  were  materially misstated.  Karlins  violated  GAAS
     standards   including   the   general  GAAS  standard   concerning   due
     professional  care,  the standard of field work relating  to  sufficient
     competent evidential matter, and the standard of field work relating  to
     professional  skepticism. Without admitting or denying the  findings  in
     the  Commission's order, Karlins consented to the issuance of  an  order
     denying  him  the  privilege  of  appearing  or  practicing  before  the
     Commission  as an accountant, but providing that after three years  from
     the  date  of the order he may request that the Commission consider  his
     reinstatement. The order was based on a finding that Karlins engaged  in
     improper  professional conduct within the meaning of Rule  102(e)(1)(ii)
     of  the Commission's Rules of Practice.  (Rel. 34-49997; AAE Rel.  2054;
     File No. 3-11542)

WILMINGTON TRUST COMPANY CONSENTS TO CEASE-AND-DESIST ORDER FOR CAUSING BOOKS
AND RECORDS VIOLATIONS

     On  July  12, the Commission instituted an Order Instituting  Cease-and-
     Desist  Proceedings,  Making Findings, and Imposing  a  Cease-and-Desist
     Order Pursuant to Section 203(k) of the Investment Advisers Act of  1940
     against  Wilmington  Trust Company (Wilmington  Trust),  of  Wilmington,
     Delaware.  Without admitting or denying the findings in the Commission's
     Order, Wilmington Trust consented to a cease-and-desist order.
     
     The  Commission's Order finds that Wilmington Trust served as  custodian
     for  certain  assets  of  an advisory client of Landis  Associates,  LLC
     (Landis),  a registered investment adviser, and Michael L. Hershey,  its
     president.   Pursuant to the custodial agreement, Wilmington  Trust  was
     required  to prepare account statements reflecting the advisory client's
     assets  held in the custody account.  The Order finds that on  forty-six
     occasions from July 1998 through July 2000, the chief financial  officer
     of Tremont Medical, Inc., a private company, with Hershey's approval and
     authorization, sent false instructions to Wilmington Trust  to  disburse
     funds  supposedly for the purchase of Tremont common stock, in an amount
     totaling  $8.1  million.   In  reality,  the  disbursements  were   cash
     advances.   In  reliance on and in accordance with  these  instructions,
     Wilmington Trust recorded these cash advances as the purchase of  common
     stock.   As  Tremont  stock had no readily ascertainable  market  value,
     Wilmington  Trust then prepared account statements reflecting  purchases
     of  common  stock at $1.00 per share with a market value  of  $3.25  per
     share,  assigning  these  values based on  certain  prior  transactions,
     without  objection  from  Hershey.  Wilmington  Trust  then  sent  these
     statements  each  month  to  the advisory client,  Hershey  and  Landis.
     Wilmington  Trust  did not obtain stock subscription  agreements,  stock
     certificates,  or other documents to support these transactions.   As  a
     result,  the account statements it prepared and sent contained erroneous
     information about the nature and value of the investments in Tremont.
     
     The  Order  further  finds that, in the summer of 2000,  with  Hershey's
     knowledge and approval, Tremont issued two notes to the advisory client.
     These  notes  operated  retroactively and  captured  the  previous  cash
     advances,  as  well  as  future  transfers  of  funds.   At  that  time,
     Wilmington  Trust should have but failed to provide the advisory  client
     with  statements that reversed the earlier transactions to  reflect  the
     conversion to debt.
     
     The  Order finds that Wilmington Trust was a cause of Landis' violations
     of  Section 204 of the Investment Advisers Act and Rules 204-2(a)(3) and
     (7)  thereunder.   These  provisions require that registered  investment
     advisers  maintain and preserve accurate books and records.   Wilmington
     Trust  is  ordered to cease and desist from causing any  violations  and
     future violations of these provisions.  (Rel. IA-2261; File No. 3-11544)
     
PROCEEDINGS UNDER SECTION 15(b) INSTITUTED AGAINST DALE CARONE

     On  July  12, the Commission instituted proceedings pursuant to  Section
     15(b) of the Securities Exchange Act of 1934 (Exchange Act) against Dale
     Carone  with respect to his association with any broker or dealer.   The
     Division  alleges  that Carone was enjoined from  future  violations  of
     Sections 5(a), 5(c) and 17(a) of the Securities of 1933 Act and Sections
     10(b) and 15(a) of the Exchange Act and Rule 10b-5 thereunder.
     
     The Order alleges that the complaint in the underlying injunctive action
     alleged that LinkNet, Inc. (LinkNet) and LinkNet de America Latina, Ltd.
     (Latina),  companies  that employed Carone, had conducted  a  fraudulent
     offering  scheme, collectively raising over $17 million  and  defrauding
     more  than  1900  investors located throughout the United  States.   The
     complaint  alleged that LinkNet and Latina hired Carone  and  others  to
     organize  and  operate  a boiler room to solicit investors  to  purchase
     securities  in LinkNet and Latina.  The complaint further  alleged  that
     Carone  directed the activities of the boiler room and that  Carone  and
     others made numerous misrepresentations to investors, including:  that a
     public  offering  of  LinkNet stock was imminent; that  LinkNet's  stock
     would  shortly  be  listed on Nasdaq; and that LinkNet  and  Latina  had
     contracts  for  the  sale of hundreds of millions  of  minutes  of  long
     distance  service that would generate millions of dollars in revenue  to
     the  companies.  The complaint also alleged that Carone and others  also
     failed to disclose that at least thirty percent of the offering proceeds
     were  paid  as commissions to the boiler room operations.  The complaint
     finally  alleged  that  Carone  acted  as  an  unregistered  broker   in
     connection  with sales of the stock of LinkNet and Latina,  and  through
     the boiler room operations of those issuers.
     
     A  hearing  will  be  scheduled before an administrative  law  judge  to
     determine  whether the allegations contained in the Order are  true,  to
     provide  Carone  an  opportunity to dispute these  allegations,  and  to
     determine  what  sanctions, if any, are appropriate.    (Rel.  34-50001;
     File No. 3-11543)
     
COMMISSION FILES CONTEMPT MOTION AGAINST RICHARD HARKLESS

     The  Commission announced that on June 24, 2004, it filed with the  U.S.
     District Court for the Central District of California an Application for
     an  Order to Show Cause why Richard M. Harkless of Riverside, California
     should  not  be  held in civil contempt for failing to comply  with  the
     Court's  Preliminary Injunction and Orders of March 8, 2004.   According
     to  the  SEC's court papers, Harkless has not complied with the  court's
     orders  to provide accountings to the SEC and repatriate assets  to  the
     United  States.   According  to the SEC, Harkless  also  has  dissipated
     assets  and  taken  action  on behalf of co-defendant  Mx  Factors,  LLC
     without  the  consent of the court or the court-appointed  receiver,  in
     direct  contravention of the March 8th orders.  Should  the  Court  hold
     Harkless  in  civil  contempt, the SEC asked that  the  Court  impose  a
     sanction sufficiently coercive to compel his compliance with the orders.
     Specifically,  the SEC asked the Court to incarcerate Harkless,  levy  a
     daily fine, and confiscate his passport until Harkless complies with the
     orders.   The  Court  set a hearing for July 15 at  10:00  a.m.  on  the
     Commission's contempt application.

     According  to the SEC's contempt application, since March  8,  2004,  at
     least  $264,290  has  been  transferred  from  Mx  Factors-related  bank
     accounts in Belize to Olocun, S.A. de C.V., a crab fishing operation run
     by  Harkless in Ensenada, Mexico.  Harkless also has failed  to  provide
     the  receiver with access to any of Mx's records still in his possession
     or under his control and has failed to provide the SEC with accountings,
     even  though he was to have delivered them to the SEC by March 18, 2004.
     In  addition, Harkless has not repatriated any assets or other  property
     held  in  foreign locations, even though he was required  to  repatriate
     those  assets over three months ago.  The SEC also presented  the  Court
     with evidence that Harkless traveled outside the United States recently.

     The SEC filed a complaint against Harkless and his co-defendants on Feb.
     26,  2004,  in federal court in Riverside, alleging that the  defendants
     fraudulently induced at least 247 investors nationwide and in Mexico  to
     invest  over  $35 million in the notes of Mx Factors, which  purportedly
     paid  a  "guaranteed"  return of 12% in 60  or  90  days.    Mx  Factors
     actually was operating a Ponzi scheme and used at least $19.9 million in
     new  investor funds to pay existing investors.  The SEC obtained  orders
     freezing each of the defendants' assets, appointing a permanent receiver
     over Mx Factors, BBH Resources, LLC and JTL Financial, LLC, requiring Mx
     Factors and Harkless to repatriate assets from abroad, and preliminarily
     enjoining all of the defendants from future violations of the securities
     registration  and  antifraud provisions of the federal securities  laws,
     Sections 5(a), 5(c) and 17(a) of the Securities Act of 1933 and Sections
     10(b)  and  15(a)  of  Securities Exchange Act of 1934  and  Rule  10b-5
     thereunder.   The  orders  also preliminarily  enjoined  defendants  BBH
     Resources,  JTL  Financial, Daniel J. Berardi, Jr., Thomas  Hawkesworth,
     and  Randall  W.  Harding from future violations  of  the  broker-dealer
     registration  provisions.  The SEC also seeks  other  relief,  including
     disgorgement and civil penalties, against all defendants.
     In June, Berardi, Hawkesworth and Harding consented to permanent
     injunctions against future violations of the securities laws as well as
     permanent bars from associating with any broker or dealer.  [SEC v. Mx
     Factors, LLC, et al., Civil Action No. EDCV-04-223-VAP (SGLx) (C.D.
     Cal.)] (LR-18779)


CORRECTIONS AND ADDITIONS
     

ADDITIONAL INFORMATION

     A  litigation cite should have been included in an article in  the  July
     9th issue of the Digest entitled  "SEC BRINGS SETTLED ENFORCEMENT ACTION
     AGAINST AUDIT FIRM LEVINE, HUGHES, AND MITHUEN, INC. IN CONNECTION  WITH
     AUDIT SERVICES FOR SPORT-HALEY, INC.".  The cite is as follows:  [SEC v.
     Levine,  Hughes,  and  Mithuen, Inc. Civ.  Action  No.  04-N-1422  (CBS)
     (District of Colorado)] (LR-18778; AAE Rel. 2055)
     

INVESTMENT COMPANY ACT RELEASES
     

AXP VARIABLE PORTFOLIO FUNDS, ET AL.

     An  order  has  been issued pursuant to Section 6(c) of  the  Investment
     Company  Act to AXP Variable Portfolio-Income Series, Inc., AXP Variable
     Portfolio-Investment   Series,  Inc.,  AXP  Variable   Portfolio-Managed
     Series,  Inc.,  AXP  Variable Portfolio-Money Market Series,  Inc.,  AXP
     Variable  Portfolio-Partners Series, Inc., AXP Variable Portfolio-Select
     Series,  Inc. (AXP VP Funds) and American Express Financial  Corporation
     (AEFC)  granting exemptions from the provisions of Sections 9(a), 13(a),
     15(a)  and  15(b)  of the Act, and Rules 6e-2(b)(15) and  6e-3(T)(b)(15)
     thereunder, to the extent necessary to permit shares of the AXP VP Funds
     and  shares of any other existing or future investment company  that  is
     designed  to fund insurance products and for which AEFC or  any  of  its
     affiliates  may  serve in the future as investment  adviser,  investment
     manager,  subadviser,  principal underwriter, sponsor  or  administrator
     (Future  Funds)  (together with AXP VP Funds, a "Fund"),  or  to  permit
     shares  of  any  existing or future series of any Fund (individually,  a
     "Portfolio")  to  be  sold  and held by: (a) separate  accounts  funding
     variable  annuity and variable life insurance contracts issued  by  both
     affiliated  and  unaffiliated life insurance  companies;  (b)  qualified
     pension  and  retirement plans outside of the separate account  context;
     (c)  separate  accounts that are not registered as investment  companies
     under  the  Act  pursuant to exemptions from registration under  Section
     3(c)  of  the  Act;  (d)  any  investment manager  to  a  Portfolio  and
     affiliates  thereof  that is permitted to hold  shares  of  a  Portfolio
     consistent  with the requirements of regulations issued by the  Treasury
     Department, specifically Treasury Regulation 1.817-5 and (e)  any  other
     person  permitted to hold shares of the Portfolios pursuant to  Treasury
     Regulation  1.817-5.   (Rel. IC-26495 - July 9)


SELF-REGULATORY ORGANIZATIONS
     

IMMEDIATE EFFECTIVENESS OF PROPOSED RULE CHANGES

     The  Options Clearing Corporation filed a proposed rule change  (SR-OCC-
     2004-07) amending OCC's By-laws and Rules with respect to exercises  and
     assignments  of  foreign currency options, which became  effective  upon
     filing.  Publication of the proposal is expected in the Federal Register
     during the week of July 12.  (Rel. 34-49987)

     The  Fixed Income Clearing Corporation filed a proposed rule change (SR-
     FICC-2004-12) under Section 19(b)(1) of the Exchange Act,  which  became
     effective  upon  filing, to amend the fee structure  of  the  Government
     Securities  Division  regarding late notifications  of  repo  collateral
     substitutions   and  to  designate  an  additional  high   volume   repo
     substitution day trigger.  Publication of the notice is expected in  the
     Federal Register during the week of July 12.  (Rel. 34-49989)

     A  proposed rule change filed by the Chicago Stock Exchange to reinstate
     and   extend  a  pilot  rule  interpretation  relating  to  trading   of
     Nasdaq/National  Market  Securities in subpenny  increments  has  become
     effective  under Section 19(b)(3)(A) of the Securities Exchange  Act  of
     1934.   Publication  of the notice is expected in the  Federal  Register
     during the week of July 12.  (Rel. 34-49994)

APPROVAL OF PROPOSED RULE CHANGE

     The  Commission approved a proposed rule change submitted (SR-NYSE-2004-
     07)  by the New York Stock Exchange and Amendment No. 1 thereto relating
     to  the  Listed Company Manual's requirement that companies make certain
     paper filings.  (Rel. 34-49988)

PROPOSED RULE CHANGES

     The  Chicago  Board Options Exchange filed a proposed  rule  change  and
     Amendment Nos. 1, 2 and 3 thereto (SR-CBOE-2003-39) to establish a  one-
     year  pilot program that would allow market makers to quote  a  size  of
     less   than   ten   contracts  under  certain   limited   circumstances.
     Publication of the notice is expected in the Federal Register during the
     week of July 12.  (Rel. 34-49990)

     The  American Stock Exchange filed a proposed rule change (SR-Amex-2004-
     49)  to  allow  Amex  Hearing  Officers  to  preside  over  default  and
     settlement proceedings without empanelling members of the Hearing  Board
     to  serve  on an Amex Disciplinary Panel.  Publication of the notice  in
     the  Federal Register is expected during the week of July 12.  (Rel. 34-
     49991)

ACCELERATED APPROVAL OF PROPOSED RULE CHANGE

     The  Commission granted accelerated approval to a proposed  rule  change
     and  Amendment Nos. 1 and 2 thereto (SR-CBOE-2004-28) submitted  by  the
     Chicago Board Options Exchange relating to enhanced corporate governance
     requirements  for  listed companies.  Publication  of  the  proposal  is
     expected in the Federal Register during the week of July 12.  (Rel.  34-
     49995)


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     COMMERCE ENERGY GROUP INC, 15901 RED HILL AVENUE, SUITE 100, TUSTIN,
        CA, 92780, 7142580470 - 0 ($16,889,415.90) Equity, (File 333-117246 -
        Jul. 9) (BR. 02)

S-8     GRAY TELEVISION INC, 4370 PEACHTREE ROAD NE, ALBANY, GA, 30319,
        9128889390 - 0 ($75,315,097.00) Equity, (File 333-117248 - Jul. 9)
        (BR. 37)

S-8     ZALE CORP, 901 W WALNUT HILL LN, MS 6B-3, IRVING, TX, 75038,
        9725804000 - 0 ($156,480,000.00) Equity, (File 333-117249 - Jul. 9)
        (BR. 02)

S-8     ANTARES PHARMA  INC, 707 EAGLEVIEW BOULEVARD, SUITE 414, EXTON, PA,
        19341, 610-458-6200 - 3,000,000 ($2,610,000.00) Equity,
        (File 333-117250 - Jul. 9) (BR. 36)

S-8     K-SEA TRANSPORTATION PARTNERS LP, 0 ($16,736,000.00) Equity,
        (File 333-117251 - Jul. 9) (BR. 05)

SB-2    CASH TECHNOLOGIES INC, 1434 WEST 11TH STREET, LOS ANGELES, CA, 90015,
        2137452000 - 0 ($5,359,696.00) Equity, (File 333-117252 - Jul. 9)
        (BR. 08)

S-8     VTEX ENERGY INC, 8303 SOUTHWEST FREEWAY, SUITE 950, HOUSTON, TX, 77074,
        713-773-3284 - 500,000 ($200,000.00) Equity, (File 333-117253 - Jul. 9)
        (BR. 04)

F-6     51job, Inc., 21ST FLOOR, WEN XIN PLAZA, 755 WEI HAI ROAD, SHANGHAI, F4,
        200041, 8621-3201-4888 - 0 ($5,000,000.00) ADRs/ADSs,
        (File 333-117254 - Jul. 9) (BR. 08)

S-8     VILLAGEWORLD COM INC, 620 JOHNSON AVE, SUITE 1B, BOHMIA, NY, 11716,
        6312180700 - 15,000,000 ($825,000.00) Equity, (File 333-117255 -
        Jul. 9) (BR. 05)

S-3     GMX RESOURCES INC, ONE BENHAM PLACE, SUITE 600, OKLAHOMA CITY, OK,
        73114, 4056000711 - 1,100,000 ($7,634,000.00) Equity,
        (File 333-117256 - Jul. 9) (BR. 04)

SB-2    BECOMING ART INC, 2,884,550 ($2,884,550.00) Equity, (File 333-117257 -
        Jul. 9) (BR. 09)

S-8     PEP BOYS MANNY MOE & JACK, 3111 W ALLEGHENY AVE, PHILADELPHIA, PA,
        19132, 2152299000 - 2,000,000 ($49,220,000.00) Equity,
        (File 333-117258 - Jul. 9) (BR. 02)

SB-2    VIDEOLOCITY INTERNATIONAL INC, 1762-A PROSPECTOR DR, PARK CITY, UT,
        84060, 801-230-0839 - 19,314,099 ($15,644,420.19) Equity,
        (File 333-117259 - Jul. 9) (BR. 37)

S-3     REINSURANCE GROUP OF AMERICA INC, 1370 TIMBERLAKE MANOR PARKWAY,
        CHESTERFIELD, MO, 63017-6039, 6367367000 -
        0 ($642,548,750.00) Unallocated (Universal) Shelf, (File 333-117261 -
        Jul. 9) (BR. 01)

S-8     TELEWEST GLOBAL INC, C/O CT CORPORATION SYSTEM, 1209 ORANGE STREET,
        WILMINGTON, DE, 19801, 442072995096 -
        24,500,000 ($245,000,000.00) Equity, (File 333-117262 - Jul. 9) (BR. 37)

S-4     VICORP RESTAURANTS INC, 400 W 48TH AVE, DENVER, CO, 80216, 3032962121 -
        0 ($126,530,000.00) Non-Convertible Debt, (File 333-117263 - Jul. 9)
        (BR. 05)

S-3     EVERGREEN SOLAR INC, 259 CEDAR HILL STREET, MARLBORO, MA, 01752,
        508-357-2221 - 10,086,686 ($32,068,216.00) Equity, (File 333-117264 -
        Jul. 9) (BR. 36)

S-8     INTERMOUNTAIN COMMUNITY BANCORP, 0 ($18,282,961.00) Equity,
        (File 333-117265 - Jul. 9) (BR. 07)

S-1     ATC HEALTHCARE INC /DE/, 1983 MARCUS AVE, STE E122, LAKE SUCCESS, NY,
        11042, 5167501600 - 13,078,182 ($6,669,872.82) Equity,
        (File 333-117266 - Jul. 9) (BR. 01)

N-2     MUNIVEST FUND INC, P O BOX 9011, PRINCETON, NJ, 08543-9011,
        6092822467 - 3,000 ($75,000,000.00) Equity, (File 333-117267 - Jul. 9)
        (BR. 17)

S-1     VICOM INC, 9449 SCIENCE CENTER DR, NEW HOPE, MN, 55428, 6125043000 -
        2,204,500 ($2,931,985.00) Equity, (File 333-117268 - Jul. 9) (BR. 37)

S-3     MONROE BANCORP, 210 E KIRKWOOD AVE, BLOOMINGTON, IN, 47401,
        8123360201 - 300,000 ($4,915,500.00) Equity, (File 333-117270 - Jul. 9)
        (BR. 07)

N-2     MUNIYIELD FUND INC, 800 SCUDDERS MILL RD, PLAINSBORO, NJ, 08543-9011,
        6092822800 - 2,280 ($57,000,000.00) Equity, (File 333-117271 - Jul. 9)
        (BR. 17)

S-8     REGIONS FINANCIAL CORP, 417 N 20TH ST, BIRMINGHAM, AL, 35202,
        205-944-1300 - 0 ($2,488,383,614.00) Equity, 0 ($200,000,000.00) Other,
        (File 333-117272 - Jul. 9) (BR. 07)

S-8     CALIPER LIFE SCIENCES INC, 68 ELM STREET, ., HOPKINTON, MA, 01748,
        508-435-9500 - 0 ($2,205,563.70) Equity, (File 333-117273 - Jul. 9)
        (BR. 36)

S-1     Eagle Test Systems, Inc., 620 SOUTH BUTTERFIELD ROAD, MUNDELEIN, IL,
        60060, (847)367-8282 - 0 ($166,750,000.00) Equity, (File 333-117274 -
        Jul. 9) (BR. )

S-1     CITIGROUP DIVERSIFIED FUTURES FUND LP, 390 GREENWICH STREET, 7TH FLOOR,
        NEW YORK, NY, 10013, 2127235424 -
        0 ($894,520,000.00) Limited Partnership Interests, (File 333-117275 -
        Jul. 9) (BR. 08)

S-8     AMERICAN ORIENTAL BIOENGINEERING INC, NO.12 JIANCE ROAD,
        NANGANG DISTRICT, HARBIN, CHINA, C1, 15008, 86-451-666-6601 -
        700,000 ($1,190,000.00) Equity, (File 333-117276 - Jul. 9) (BR. 01)

S-1     ARBINET THEXCHANGE INC, 33 WHITEHALL ST, NEW YORK, NY, 10004,
        9177979060 - 0 ($115,000,000.00) Equity, (File 333-117278 - Jul. 9)
        (BR. )

S-1     PIONEER DRILLING CO, 9310 BROADWAY BLDG I, SAN ANTONIO, TX, 78217,
        5128287689 - 0 ($74,908,138.80) Equity, (File 333-117279 - Jul. 9)
        (BR. 04)

SB-2    Furio Resources Inc., SUITE 212-2927, 1802 NORTH CARSON STREET,
        CARSON CITY, NV, 89701, (604) 689-8336 -
        2,831,000 ($566,200.00) Equity, (File 333-117280 - Jul. 9) (BR. )

S-8     AMERIRESOURCE TECHNOLOGIES INC, 9138599292 -
        150,000,000 ($412,500.00) Equity, (File 333-117281 - Jul. 9) (BR. 04)

S-4     ASSOCIATED BANC-CORP, 1200 HANSEN ROAD, GREEN BAY, WI, 54304,
        9204917015 - 0 ($576,484,705.00) Equity, (File 333-117282 - Jul. 9)
        (BR. 07)

S-4     WACHOVIA CORP NEW, ONE FIRST UNION CTR, CHARLOTTE, NC, 28288-0013,
        7043746565 - 318,000,000 ($12,198,480,000.00) Equity,
        (File 333-117283 - Jul. 9) (BR. 07)

S-4     US UNWIRED INC, CM TOWER SUITE 1900, ONE LAKESHORE DRIVE, LAKE CHARLES,
        LA, 70629, 3184369000 - 0 ($360,000,000.00) Non-Convertible Debt,
        (File 333-117284 - Jul. 9) (BR. 37)

N-2     BlackRock Strategic Opportunity Trust, 100 BELLEVUE PARKWAY,
        WILMINGTON, DE, 19809, 888-825-2257 - 100,000 ($2,000,000.00) Equity,
        (File 333-117285 - Jul. 9) (BR. )

S-4     CURATIVE HEALTH SERVICES INC, 150 MOTOR PARKWAY, HAUPAGUE, NY,
        11788-5145, 6312327000 - 0 ($185,000,000.00) Other, (File 333-117286 -
        Jul. 9) (BR. 01)


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.
    Item 10.   Amendments to the Registrant's Code of Ethics,
               or Waiver of a Provision of the Code of Ethics.
    Item 11.   Temporary Suspension of Trading Under
               Registrant's Employee Benefit Plans.
    Item 12.   Results of Operations and Financial Condition.

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 10 11 12 13     DATE     COMMENT
------------------------------------------------------------------------------------------------
ABBOTT LABORATORIES                     IL                X           X      07/09/04

ADESA INC                                                 X   X              07/09/04

ADVANCED MEDICAL OPTICS INC             DE      X         X                  06/26/04

AF FINANCIAL GROUP                                    X   X                  07/09/04

ALASKA AIR GROUP INC                    DE                    X              07/09/04

ALBERTSONS INC /DE/                     DE                    X              07/08/04

ALLERGAN INC                            DE            X   X                  07/09/04

ALTRIA GROUP INC                        VA            X   X                  07/09/04

AMERICAN AIRLINES INC                   DE            X                      07/09/04

AMERICAN BUILDING CONTROL INC           DE            X                      07/06/04

AMERICAN EAGLE OUTFITTERS INC           DE                X           X      07/07/04

AMERICAN FINANCIAL REALTY TRUST                       X   X                  07/09/04

AMERICAN GOLDFIELDS INC                 NV            X                      06/30/04

AMERICAN OIL & GAS INC                  NV            X   X                  07/09/04

AMERICAN RIVER BANKSHARES               CA            X   X                  07/08/04

AMKOR TECHNOLOGY INC                    DE            X                      06/29/04

AMR CORP                                DE            X                      07/09/04

ANALYTICAL SURVEYS INC                  CO            X   X                  07/09/04

ANGELES OPPORTUNITY PROPERTIES LTD      CA      X         X                  06/25/04

APPLIED MICRO CIRCUITS CORP             DE                X                  05/05/04    AMEND

ASIA PAYMENT SYSTEMS                    NV                X   X              07/09/04

Asset Back Pass-Through Certificates,   DE            X                      07/09/04

ASSET BACKED FUNDING CORP               DE            X   X                  07/09/04

ATLANTIC SYNERGY INC                    NV    X X     X   X                  07/02/04

ATLANTIC SYNERGY INC                    NV    X X     X   X                  07/02/04    AMEND

BAKBONE SOFTWARE INC                                                  X      07/09/04

BMC INDUSTRIES INC/MN/                  MN        X       X                  06/23/04

BNP RESIDENTIAL PROPERTIES INC          MD            X   X                  06/29/04

BOEING CAPITAL CORP                     DE      X         X                  06/24/04

BOYD GAMING CORP                        NV      X     X   X                  07/01/04

BROOKLINE BANCORP INC                   DE            X   X   X              07/07/04

BWAY CORP                               DE      X     X   X                  07/07/04

CANEUM INC                              NV            X   X                  07/08/04

CAPITALSOURCE INC                       DE                    X              06/30/04

CATALINA MARKETING CORP/DE              DE                X   X              07/08/04

CBL & ASSOCIATES PROPERTIES INC         DE      X                            06/30/04

CELERITEK INC/CA                        CA            X   X                  07/08/04

CENDANT CORP                            DE            X   X   X              07/08/04

CENTERPOINT PROPERTIES TRUST            MD            X   X                  07/07/04

CENTURY ALUMINUM CO                     DE            X   X                  04/27/04    AMEND

CHASE FUNDING INC                       NY            X   X                  06/25/04

CHASE MORTGAGE FINANCE CORP             DE            X   X                  06/25/04

Citigroup Commercial Mortgage Trust 2   DE      X         X                  06/24/04

CITIZENS & NORTHERN CORP                PA                X           X      06/30/04

CITY NATIONAL BANCSHARES CORP           NJ      X         X                  06/25/04

CLICKSOFTWARE TECHNOLOGIES LTD          L3            X                      07/09/04

CLICKSOFTWARE TECHNOLOGIES LTD          L3                X           X      07/09/04

CNE GROUP INC                           DE            X                      07/09/04

COLONY BANKCORP INC                     GA                X   X              07/09/04

COMMERCE BANCORP INC /NJ/               NJ            X                      07/09/04

CONEXANT SYSTEMS INC                    DE                            X      07/06/04

CORINTHIAN COLLEGES INC                                       X              07/09/04

COUNTRYWIDE FINANCIAL CORP              DE                            X      06/30/04

CRITICAL PATH INC                       CA            X   X                  07/08/04

CROWN CASTLE INTERNATIONAL CORP         DE                X   X              06/28/04

CTI MOLECULAR IMAGING INC               DE                    X       X      07/09/04

CTS CORP                                IN            X   X                  07/09/04

DANA CORP                               VA            X   X                  07/09/04

DATALOGIC INTERNATIONAL INC             DE            X   X                  06/25/04

DEEP WELL OIL & GAS INC                 NV            X                      07/08/04

DELTA & PINE LAND CO                    DE            X   X                  07/09/04

DELUXE CORP                             MN      X         X                  06/25/04

DIGITAL RECORDERS INC                   NC                X   X              07/08/04

DILLARDS INC                            DE                X   X              07/08/04

DIRECT WIRELESS COMMUNICATIONS INC      TX            X                      07/07/04

DIRECT WIRELESS COMMUNICATIONS INC      TX            X                      07/08/04

DISCOVERY LABORATORIES INC /DE/         DE            X   X                  07/08/04

DIVINE INC                              DE            X   X                  06/19/04

DUANE READE INC                         DE                            X      07/09/04

EL PASO CORP/DE                         DE            X   X                  07/09/04

EL PASO PRODUCTION HOLDING CO           DE            X   X                  07/09/04

EMISPHERE TECHNOLOGIES INC              DE            X   X                  07/08/04

EMPIRE RESORTS INC                      DE            X   X                  07/08/04

ESTERLINE TECHNOLOGIES CORP             DE            X   X                  07/08/04

EVANS SYSTEMS INC                       TX      X     X                      07/01/04

EXELON CORP                             PA            X                      06/29/04

FACTORY CARD OUTLET CORP                DE            X   X                  07/08/04

FEDERAL SIGNAL CORP /DE/                DE            X   X                  07/09/04

FFLC BANCORP INC                        DE                            X      07/09/04

FINANCIAL INDUSTRIES CORP               TX            X   X                  07/09/04

FIRST AMERICAN CAPITAL CORP /KS         KS            X   X                  07/08/04

First Franklin Mortgage Loan Trust 20                 X   X                  06/24/04

FIRST LITCHFIELD FINANCIAL CORP         DE            X                      07/08/04

FIRST MIDWEST BANCORP INC               DE            X                      07/09/04

FIRST RELIANCE BANCSHARES INC           SC                            X      07/08/04

FOOTSTAR INC                            DE            X   X                  07/08/04

FRANKLIN CAPITAL CORP                   DE          X     X                  07/06/04

FREDS INC                               TN          X     X                  07/01/04

FRISCHS RESTAURANTS INC                 OH                            X      07/09/04

GENERAL ELECTRIC CO                     NY                    X       X      07/09/04

GENERAL ELECTRIC CO                     NY          X     X                  07/09/04

GENERAL ELECTRIC CO                     NY          X     X                  07/09/04

GENLYTE GROUP INC                       DE            X   X                  07/08/04

GENWORTH FINANCIAL INC                  DE                            X      07/09/04

GENWORTH FINANCIAL INC                  DE                            X      07/09/04    AMEND

GMX RESOURCES INC                       OK                X           X      07/08/04

GOLD BANC CORP INC                      KS            X                      07/09/04

GOLDEN PATRIOT CORP                     NV            X                      07/09/04

Google Inc.                             DE            X   X                  07/06/04

GULFMARK OFFSHORE INC                   DE            X   X                  07/08/04

GULFTERRA ENERGY PARTNERS L P           DE            X   X                  07/08/04

GYRODYNE CO OF AMERICA INC              NY            X                      07/06/04

HARRODSBURG FIRST FINANCIAL BANCORP I   DE            X   X                  07/09/04

HCB BANCSHARES INC                      OK            X   X                  07/08/04

HEALTH SYSTEMS SOLUTIONS INC            NV            X                      07/06/04    AMEND

HEI INC                                 MN            X   X                  07/09/04

HORTON D R INC /DE/                     DE            X   X                  07/06/04

IMPAC CMB Trust SERIES 2004-6           DE      X         X                  06/25/04

INTEGRATED BIOPHARMA INC                DE            X   X                  07/09/04

INTEGRITY MEDIA INC                     DE            X   X                  07/09/04

INTERSTATE BAKERIES CORP/DE/            DE                X   X              07/08/04

INTRABIOTICS PHARMACEUTICALS INC /DE    DE            X   X                  07/08/04

K2 INC                                  DE      X         X                  07/07/04

KLEVER MARKETING INC                    DE                    X              07/07/04

LAIDLAW INTERNATIONAL INC               DE                X           X      07/08/04

LENNOX INTERNATIONAL INC                DE                X           X      07/08/04

LONE STAR STEAKHOUSE & SALOON INC       DE                X           X      07/08/04

LONGS DRUG STORES CORP                  MD                    X              07/09/04

LUNA GOLD CORP                          WY                X   X              07/09/04

MEDCATH CORP                            DE            X                      07/09/04

METRIC PARTNERS GROWTH SUITE INVESTOR   CA            X                      06/30/04

METROMEDIA INTERNATIONAL GROUP INC      DE            X   X                  07/08/04

METROPCS INC                                          X   X                  07/08/04

MICROTUNE INC                           DE                    X              07/08/04

MINUTEMAN INTERNATIONAL INC             IL            X   X                  07/08/04

MORGAN STANLEY DEAN WITTER CAPITAL I    DE            X   X                  07/02/04

MORTGAGE ASSET SECURITIZATION TRANSAC   DE            X   X                  07/08/04

MOTHERS WORK INC                        DE                            X      07/08/04

MOTIENT CORP                            DE                X                  07/09/04

Myriad Entertainment & Resorts, Inc.          X X         X                  07/06/04

MYSTIC FINANCIAL INC                    DE            X   X                  07/07/04

NN INC                                  DE            X                      07/09/04

NOVO NETWORKS INC                       DE            X                      07/09/04

NYMEX HOLDINGS INC                      DE            X                      07/09/04

OAK HILL FINANCIAL INC                  OH                            X      07/09/04

OCEANIC EXPLORATION CO                  DE            X                      07/01/04

OGE ENERGY CORP                         OK            X   X                  07/06/04

OKLAHOMA GAS & ELECTRIC CO              OK            X   X                  07/06/04

OMI CORP/M I                                          X   X                  07/08/04

ORETECH INC                             NV            X                      05/20/04

PEOPLES ENERGY CORP                     IL            X                      07/09/04

PETROL OIL & GAS INC                                  X   X                  07/07/04

PHH CORP                                MD            X                      07/08/04

POOLED AUTO SECURITIES SHELF LLC        DE            X   X                  06/29/04

PRAB INC                                MI            X   X                  07/09/04

PRELUDE VENTURES INC                    NV      X                            07/09/04    AMEND

PROTON LABORATORIES INC                           X   X   X                  05/28/04

QUOTESMITH COM INC                      DE                X                  07/08/04    AMEND

RADIAN GROUP INC                        DE                            X      07/08/04

RALI 2004-QS5                           DE            X   X                  06/25/04

RALI 2004-QS5                           DE            X   X                  06/25/04

RALI Series 2004-QS1 Trust              DE            X   X                  06/25/04

RALI Series 2004-QS2 Trust              DE            X   X                  06/25/04

RAMP Series 2004-RS1 Trust              DE            X   X                  06/25/04

RAMP Series 2004-RS2 Trust              DE            X   X                  06/25/04

RAMP SERIES 2004-RS4 TRUST              DE            X   X                  06/25/04

Ramp Series 2004-RS5 Trus               DE            X   X                  06/25/04

RASC Series 2004-KS1 Trust              DE            X   X                  06/25/04

RASC Series 2004-KS1 Trust              DE            X   X                  06/25/04

RASC Series 2004-KS2 Trust              DE            X   X                  06/25/04

RASC SERIES 2004-KS4 TRUST              DE            X   X                  06/25/04

RASC Series 2004-KS5 Trust              DE            X   X                  06/25/04

RESERVENET INC                          DE    X X     X   X                  06/25/04

RESIDENTIAL ACCREDIT LOANS INC RALI S   DE            X   X                  06/25/04

RESIDENTIAL ACCREDIT LOANS INC RALI S   DE            X   X                  06/25/04

RESIDENTIAL ASSET MORT PROD INC RAMP    DE            X   X                  06/25/04

RESIDENTIAL ASSET MORT PROD INC RAMP    DE            X   X                  06/25/04

RESIDENTIAL ASSET MORTGAGE PRODUCTS R   DE            X   X                  06/25/04

RESIDENTIAL ASSET SECURITIES RASC SER   DE            X   X                  06/25/04

RESIDENTIAL FUND MORT SEC  HOME LOAN-   DE            X   X                  06/25/04

RESIDENTIAL FUNDING MORT SEC I INC RF   DE            X   X                  06/25/04

RESIDENTIAL FUNDING MORTGAGE SEC II I   DE            X   X                  06/25/04

RESIDENTIAL FUNDING MORTGAGE SECURITI   DE            X   X                  06/25/04

RESIDENTIAL FUNDINGS MORTGAGE SEC RFM   DE            X   X                  06/25/04

RESUDENTIAL ACRREDIT LOANS RALI SERIE   DE            X   X                  06/25/04

RFC RALI Series 2004-QS6                DE            X   X                  06/25/04

RFC RALI Series 2004-QS7                DE            X   X                  06/25/04

RFMSI Series 2004-S1 Trust              DE            X   X                  06/25/04

RFMSI Series 2004-S5 Trust              DE            X   X                  06/25/04

RITA MEDICAL SYSTEMS INC                DE            X                      07/08/04

SCM MICROSYSTEMS INC                    DE                            X      07/09/04

SCORES HOLDING CO INC                   UT            X                      07/09/04

SERACARE LIFE SCIENCES INC                            X   X                  07/09/04

SEVEN VENTURES INC                      NV            X                      07/01/04

SMITH INTERNATIONAL INC                 DE            X                      07/08/04

SMITH INTERNATIONAL INC                 DE                X           X      07/08/04

SONO TEK CORP                           NY                X   X              07/09/04

SPORTS ARENAS INC                       DE                X   X              06/30/04

SPORTSLINE COM INC                      DE            X                      07/07/04

STATE STREET CORP                       MA      X                            07/09/04

STRATS SM TRUST FOR IBM CORP SEC SERI                 X   X                  06/29/04

STRUCTURED ASSET MORTGAGE INVESTMENTS   DE            X   X                  06/25/04

STRUCTURED ASSET MORTGAGE INVESTMENTS   DE            X   X                  06/25/04

STRUCTURED ASSET MORTGAGE INVESTMENTS   DE            X   X                  06/25/04

STRUCTURED ASSET MORTGAGE INVESTMENTS   DE            X   X                  06/25/04

SUN BANCORP INC /NJ/                    NJ            X   X                  07/08/04

SUNSET FINANCIAL RESOURCES INC                        X   X                  06/24/04

TELEDYNE TECHNOLOGIES INC               DE            X   X                  07/08/04

TOLLGRADE COMMUNICATIONS INC \PA\       PA                            X      07/08/04

TRIZEC PROPERTIES INC                   DE            X               X      07/09/04

TURBODYNE TECHNOLOGIES, INC             NV            X   X                  07/02/04

TXU ENERGY CO LLC                       TX            X                      07/06/04

U S PLASTIC LUMBER CORP                 NV            X   X                  06/17/04

UNION PACIFIC CORP                      UT                    X              07/08/04

UNION PACIFIC RAILROAD CO/DE            DE                    X              07/08/04

UNISYS CORP                             DE                X           X      07/09/04

UNITED INDUSTRIES CORP                  DE      X         X                  04/30/04    AMEND

UNITED PAN AM FINANCIAL CORP            CA            X   X   X              07/07/04

UNITEDGLOBALCOM INC                     DE      X         X                  07/01/04

US AIRWAYS GROUP INC                    DE                X   X              07/09/04

US UNWIRED INC                          LA            X   X                  07/07/04

VESTA INSURANCE GROUP INC               DE                    X              07/09/04

VICOM INC                               MN      X     X   X                  04/02/04

Wachovia Asset Sec Series 2004 - HE1    NC            X   X                  06/24/04

WALT DISNEY CO/                         DE                X   X              07/09/04

WaMu Mortgage Pass-Through Certificat   DE                X                  06/24/04

WELLS FARGO & CO/MN                     DE                X                  07/09/04

WELLS FARGO ASSET SECURITIES CORP       DE            X   X                  07/08/04

WORLD HEALTH ALTERNATIVES INC           FL      X         X                  06/24/04

COMMUNITY BANCORP /VT                   VT                            X      07/09/04