SEC NEWS DIGEST

Issue 2004-98                                                   May 20, 2004
     

ENFORCEMENT PROCEEDINGS
     

COMMISSION DISMISSES APPEAL OF GINA GUZZONE

     The  Commission  has dismissed the appeal of Gina M. Guzzone,  a  former
     registered representative whose securities licenses had lapsed.  Because
     Guzzone's licenses had been inactive for more than two years, NASD rules
     require  Guzzone to requalify by examination in order to  reinstate  her
     licenses.  Guzzone sought review of NASD action denying her a waiver  of
     the appropriate qualification examinations.
          
     In   2001,   Guzzone   terminated  her  employment   as   a   registered
     representative  at  a  member firm.  Guzzone  obtained  employment  with
     another member firm in 2002, within the two-year window.  She then began
     the process of transferring her securities licenses to the new firm.   A
     few  months  after Guzzone joined the new firm, however, it  closed  its
     Manhattan office and terminated all representatives, including  Guzzone,
     who  worked  in  that office.  The new firm was unable to  complete  the
     transfer of Guzzone's securities licenses before her termination.
     
     In   2003,   Guzzone's   securities  licenses   lapsed   without   their
     reactivation.   Guzzone was subsequently re-hired by the new  firm  that
     had previously terminated her.  The firm requested, on Guzzone's behalf,
     that  NASD  waive the applicable qualification examinations  and  permit
     Guzzone to resume her licenses without requalifying by examination.  The
     waiver  application  required  the  firm  to  state  that  Guzzone   had
     functioned as a registered representative, in good faith, with a  member
     firm  during  the time that her registration was not reflected  in  CRD.
     Guzzone's firm did not make such a representation in its application and
     NASD  denied  the  waiver request.  The Commission concluded  that  NASD
     properly denied the waiver request.  (Rel. 34-49727; File No. 3-11358)

JAMES FARNELL BARRED FROM ASSOCIATION WITH ANY BROKER OR DEALER

     On  May  19, the Commission instituted and simultaneously settled public
     administrative  proceedings against James P.  Farnell  (J.  Farnell),  a
     resident  of  Florida.   Without admitting or denying  the  Commission's
     findings,  except as to the entry of the injunction which was  admitted,
     J. Farnell consented to the Commission's Order.  The Order found that on
     April  29,  2004,  J.  Farnell was permanently enjoined  from  violating
     Sections  5(a),  5(c) and 17(a) of the Securities Act of 1933,  Sections
     10(b) and 15(a)(1) of the Securities Exchange Act of 1934, and Rule 10b-
     5  thereunder,  in  the  district court action Securities  and  Exchange
     Commission  v. Vector Medical Technologies, Inc., et al.,  Civil  Action
     Number  03-80858-HURLEY (SDFL).  The complaint  in  the  district  court
     action  alleged  that  J. Farnell engaged in a fraudulent,  unregistered
     offering  of securities in Vector Medical Technologies, Inc.   Based  on
     the  injunction  entered  against him, the Commission  ordered  that  J.
     Farnell be barred from association with any broker or dealer.  (Rel. 34-
     49734; File No. 3-11497)
     
STRONG  CAPITAL MANAGEMENT AND FOUNDER RICHARD STRONG TO PAY $140 MILLION  TO
SETTLE SEC FRAUD CHARGES FOR MARKET TIMING ABUSES

     On  May 20, the Commission filed a settled administrative and cease-and-
     desist  proceeding  against  Strong Capital Management,  Inc.  (SCM),  a
     registered  investment  adviser  based in  Menomonee  Falls,  Wisconsin,
     founder  and  majority  owner  Richard S. Strong  (Strong),  age  62  of
     Brookfield,  Wisconsin, SCM's wholly owned subsidiaries Strong  Investor
     Services, Inc. (SIS), a registered transfer agent for the Strong  mutual
     funds,  Strong  Investments, Inc. (SII), a registered broker-dealer  and
     distributor of the Strong funds, former Chief Compliance Officer  Thomas
     A.  Hooker, Jr., age 47 of Brookfield Wisconsin, and Anthony J. D'Amato,
     age  37  of  Elm Grove, Wisconsin, for violating the federal  securities
     laws  by  allowing  market  timing of the  Strong  funds,  despite  fund
     prospectus disclosures expressly discouraging market timing and internal
     procedures  that expelled other shareholders from the funds  for  market
     timing.
     
     The  Commission  ordered (1) SCM to pay $80 million, consisting  of  $40
     million  in disgorgement and $40 million in civil penalties; (2)  Strong
     to  pay  $60 million, consisting of $30 million in disgorgement and  $30
     million in penalties; (3) D'Amato to pay $375,000 in disgorgement and  a
     $375,000  civil  penalty;  and (4) Hooker  to  pay  a  $50,000  penalty.
     Strong,  D'Amato  and  Hooker also consented to  a  permanent  bar  from
     association  with  any  investment adviser or  investment  company.   In
     addition, Strong consented to a permanent bar from association with  any
     broker,  dealer,  municipal  securities dealer  or  transfer  agent  and
     D'Amato  consented  to a bar from association with a broker  or  dealer.
     SCM,  SIS  and  SII  (collectively referred to as the  Strong  entities)
     consented  to a censure and to undertake certain compliance  and  mutual
     fund governance reforms.
     
     In  the  Order, the Commission found that SCM allowed hedge fund manager
     Edward  Stern and his Canary hedge funds (Canary) to market time certain
     Strong  mutual  funds  in order to generate advisory  fees  and  attract
     additional business from Stern and his family. From December 2002 to May
     2003,  Canary  engaged in approximately 135 round trip  trades  in  four
     Strong  funds, realizing gross profits of $2.7 million.  SCM engaged  in
     fraud   by   failing  to  disclose  this  arrangement  to  Strong   fund
     shareholders or their Boards of Directors. D'Amato aided and abetted the
     fraud  by  negotiating the agreement providing Canary  the  platform  to
     market  time.   Additionally, the Commission found SCM  lacked  adequate
     controls  to prevent the misuse of nonpublic information for  the  funds
     traded  by  Canary when SCM provided Canary with the month-end portfolio
     holdings for the funds it traded before other shareholders were able  to
     have access to the same information.

     The  Commission also found that SCM and Strong failed to  disclose  that
     Strong himself engaged in frequent trading of Strong funds from 1998  to
     2003,   including   one  fund  he  managed,  making  approximately   660
     redemptions  inconsistent with the limitations set  forth  in  the  fund
     prospectuses  and reaping gross profits of approximately  $4.1  million.
     The  Commission  further  found  that Hooker  was  directed  to  monitor
     Strong's  trading by his supervisor when he learned of it  as  early  as
     2000, but failed to implement compliance measures to monitor or prohibit
     Strong's frequent trading activity.
     The  Commission's Order finds that (1) SCM and Strong willfully violated
     Sections  206(1)  and  206(2) of the Investment  Advisers  Act  of  1940
     (Advisers Act); (2) SCM willfully violated Section 204A of the  Advisers
     Act  and  34(b) of the Investment Company Act of 1940; (3) D'Amato,  SIS
     and  SII willfully aided and abetted SCM's violations of Sections 206(1)
     and  206(2) of the Advisers Act; (4) Hooker willfully aided and  abetted
     SCM's and Strong's violations of Section 206(2) of the Advisers Act; and
     requires  them  to  cease  and desist from violating  these  provisions.
     Strong, SCM, SIS, SII, Hooker and D'Amato consented to the entry of  the
     Commission's Order without admitting or denying the findings.
     The  Commission's  investigation and this enforcement action  have  been
     coordinated  with the Office of the New York Attorney  General  and  the
     State  of  Wisconsin Departments of Justice and Financial  Institutions.
     (Rels.  34-49741; IA-2239; IC-26448; File No. 3-11498; Press Rel.  2004-
     69)
     
ADMINISTRATIVE AND CEASE-AND-DESIST PROCEEDINGS SETTLED WITH JON PIERCE, GARY
WINN, AND FOUR COMPANIES

     On  May  20, the Commission settled public administrative and cease-and-
     desist  proceedings against Jon Patrick Pierce, Gary L. Winn,  and  four
     companies  based  in Omaha, Nebraska.  Pierce controlled  three  of  the
     companies,  including  a  registered broker-dealer,  Freedom  Financial,
     Inc.,  and  two  holding  companies, Freedom  Track,  Inc.  and  Freedom
     Financial  Group,  Inc.   Winn  was president  of  the  fourth  company,
     Associated  Investment Management, Inc. (AIM), formerly registered  with
     the  Commission  as  an investment adviser, and Pierce  was  the  former
     president of AIM.
     
     The Division of Enforcement alleged that the respondents perpetrated two
     fraudulent schemes, concerning stock offerings to finance development of
     computer  software and an investment advisory program  that  purportedly
     guaranteed  that  clients  would not suffer  losses.   In  settling  the
     proceedings, the respondents did not admit or deny the allegations  made
     by the Division of Enforcement.
     
     As  part of the settlement, the registration of Freedom Financial  as  a
     broker-dealer will be revoked and Pierce is barred from association with
     any broker, dealer, or investment adviser.  Freedom Financial will pay a
     $25,000 civil penalty and Pierce will pay a $50,000 civil penalty.  Winn
     is  barred from association with any investment adviser, with the  right
     to reapply for association after two years.  AIM was ordered to disgorge
     $150,000,  but  payment of all but $26,223 is waived  based  upon  AIM's
     sworn  financial statements.  All respondents were ordered to cease  and
     desist  from  violating  provisions  of  the  federal  securities   laws
     identified in the settlement order.  (Rels. 33-8426; 34-49744;  IA-2240;
     File No. 3-11246)

SEC FILES MANIPULATION CASE AGAINST LNB BANCORP, INC., GARY SMITH, THOMAS
RYAN, GERALD FALCON AND THOMAS ESCHKE

     The SEC announced today that it filed in the U.S. District Court for the
     Northern District of Ohio a civil injunctive action against LNB Bancorp,
     Inc. (LNB Bancorp) 457 Broadway, Lorain, Ohio, Gary C. Smith (Smith)  of
     Avon  Lake,  Ohio, Thomas P. Ryan (Ryan) of Vermilion, Ohio,  Gerald  S.
     Falcon  (Falcon) of Solon, Ohio and Thomas H. Eschke (Eschke) of Elyria,
     Ohio.    The  SEC's  complaint  alleges  violations  of  the  anti-fraud
     provisions  of  the  federal  securities laws  and  seeks  an  order  of
     permanent injunction and civil penalties.
     
     The  complaint alleges that from Feb. 11, 2000, through July  16,  2001,
     LNB  Bancorp,  Smith,  Ryan,  Falcon and  Eschke  perpetrated  a  market
     manipulation scheme to artificially increase and stabilize the price  of
     LNB  Bancorp  common  stock  on  the Nasdaq  National  Market  (Nasdaq).
     Specifically, on 285 separate days, at or near the close of the  trading
     day,  Defendants Ryan, Falcon and Eschke placed purchase orders for  100
     or  200 shares of LNB Bancorp common stock during the last half-hour  of
     the  trading day for the Lorain National Bank employee benefit plans  in
     an  attempt  to mark the close of trading in the stock with  a  purchase
     order.  Of these 285 purchases, Lorain National succeeded in placing the
     last  trade  of  the  day  for LNB Bancorp  stock  on  232  days.   This
     manipulative  trading  practice  is  known  as  "marking   the   close".
     Defendant  Smith  maintained supervisory roles  over  Ryan,  Falcon  and
     Eschke and knew, or was reckless in not knowing of the marking the close
     scheme  and failed to take timely action to stop the scheme.  By marking
     the  close,  the  Defendants artificially supported  the  price  of  LNB
     Bancorp   common   stock  on  Nasdaq.   As  a  result,  the   Defendants
     fraudulently manipulated the closing price of LNB Bancorp common stock.
     
     LNB Bancorp, Smith, Ryan, Falcon and Eschke consented, without admitting
     or denying the allegations of the complaint, to the entry of a permanent
     injunction  enjoining  them from violations  of  Section  10(b)  of  the
     Securities  Exchange Act of 1934 and Rule 10b-5 thereunder and  imposing
     civil penalties in the amounts of $100,000 for LNB Bancorp, $100,000 for
     Ryan,  $50,000  for  Smith, $25,000 for Falcon and $10,000  for  Eschke.
     Ryan also agreed to be permanently barred from acting as an officer  and
     a  director of a publicly held company.  [SEC v. LNB Bancorp,  Inc.,  et
     al, Civil Action No. 04 CV 0933, ND Ohio](LR-18718)

SEC SETTLES FRAUD CHARGES AGAINST DANIEL DYER AND OXBOW CAPITAL PARTNERS, LLC

     The  Commission  announced that on May 11 a federal  judge  in  Portland
     Oregon entered a Final Judgment of Permanent Injunction and Other Relief
     against  Daniel  D.  Dyer, age 49 and a resident  of  University  Place,
     Washington,  and his wholly owned company, Oxbow Capital  Partners,  LLC
     (Oxbow  Partners),  based in Tacoma, Washington.  Without  admitting  or
     denying  the allegations in the Commission's complaint, Dyer  and  Oxbow
     Partners consented to the entry of the Final Judgment, which permanently
     enjoins  them  from  future violations of the antifraud  and  securities
     registration provisions of the federal securities laws.  Dyer and  Oxbow
     Partners  were  also ordered to pay disgorgement of $3.96  million,  but
     payment  of  all  but  $50,000 was waived and a civil  penalty  was  not
     assessed based upon the defendants' financial condition.
     
     The  Commission's complaint alleged that from November  1998  to  August
     2000,  Dyer and Oxbow Partners aided and abetted a massive Ponzi  scheme
     perpetrated  by Capital Consultants, LLC (CCL), formerly  an  investment
     adviser in Portland, Oregon.  The Commission alleged that Dyer and Oxbow
     Partners  helped  CCL conceal from its clients the  failure  of  a  $160
     million loan made by the former investment adviser.  Among other things,
     Dyer  and  Oxbow  Partners purchased the failed loan and  profited  from
     entering  into  a  series  of  complex transactions  with  CCL  and  two
     borrowers that resulted in new client funds being used to repay  clients
     invested  in  the  failed loan.  During the scheme, the defendants  knew
     that  CCL  made misrepresentations to its clients about Dyer  and  Oxbow
     Partners' role in purchasing the failed loan.
     
     The  Commission's  complaint also charged Dyer and Oxbow  Partners  with
     fraud  in  connection  with two securities offerings  conducted  between
     April  1999  and November 2000:  Oxbow Capital 1999 Fund I,  LLC  (Oxbow
     Fund  I)  and Washington Motorcycle Partners, LLC (Washington Partners).
     The  Commission alleged that the defendants failed to disclose to  Oxbow
     Fund I investors that the fund's first investment would be in the failed
     CCL  loan.  The defendants also defrauded Oxbow Fund I by purporting  to
     replace  the  fund's investment in the failed CCL loan  with  securities
     that  the  defendants  did  not  own.  In  the  unregistered  Washington
     Partners  offering,  the  defendants used offering  proceeds  to  enrich
     themselves  and  make  payments on the failed CCL loan  rather  than  to
     purchase  stock  in  a motorcycle company as represented  to  investors.
     [SEC v. Daniel D. Dyer and Oxbow Capital Partners, LLC, Civil Action No.
     CV 03-968 KI, D.Or.] (LR-18719)
     
SUMMARY  JUDGMENT  ORDERED  AGAINST GABOR ACS AND  DEFAULT  JUDGMENT  ORDERED
AGAINST PENNY KING HOLDINGS, INC.
     
     The  Commission announced that on May 12 the U.S. District Court for the
     District  of Nevada entered a Final Judgment against Gabor  S.  Acs  and
     Penny  King  Holdings, Inc.  Between January and May  2002,  Acs  wrote,
     edited  and  approved six false and misleading press releases concerning
     Quintek   Technologies,  Inc.  (Quintek)  and  Eknowledge  Group,   Inc.
     (Eknowledge) and between at least March and August 2002 he  created  and
     maintained  two  Internet  websites containing  false  statements.   The
     releases   and  websites  contained  false  and  misleading   statements
     concerning,  among other things, the financial prospects of Quintek  and
     Eknowledge,  a  business combination between these two companies,  Penny
     King's  assets  and Acs' financial experience. Acs and Penny  King  also
     failed  to disclose payments made by Quintek and Eknowledge in  exchange
     for touting services.

     At  a  hearing on May 6 on the SEC's Motion for Summary Judgment against
     Acs  and a Default Judgment against Penny King, the court found that Acs
     and  Penny King violated Section 17(b) of the Securities Act of 1933 and
     Section  10(b)  of the Securities Exchange Act of 1934  and  Rule  10b-5
     thereunder.   By order of the court, Acs and Penny King were permanently
     enjoined  and  a penny stock bar was entered against Acs.  In  addition,
     Acs  was  ordered  to pay disgorgement and prejudgment interest  in  the
     amount  of  $43,962.81  along with a civil  penalty  in  the  amount  of
     $600,000.   Penny King was ordered to pay a civil penalty  of  $600,000.
     [SEC v. Gabor S. Acs and Penny King Holdings, Inc., Civil Action No. CV-
     N-03-0463-ECR-VPC] (LR-18720)
     
     
SELF-REGULATORY ORGANIZATIONS
     

IMMEDIATE EFFECTIVENESS OF PROPOSED RULE CHANGES
     
     The Chicago Board Options Exchange filed a proposed rule change (SR-CBOE-
     2004-26) to remove from the Exchange rules references to certain indexes
     and  trading  permits.  Publication of the proposal is expected  in  the
     Federal Register during the week of May 24.  (Rel. 34-49723)

     A   proposed  rule  change  (SR-NASD-2004-069)  filed  by  the  National
     Association  of Securities Dealers, through its subsidiary,  The  Nasdaq
     Stock  Market, Inc. to redesignate NASD Rules 4200A and 4350A has become
     effective  under Section 19(b)(3)(A) of the Securities Exchange  Act  of
     1934.   Publication of the proposal is expected in the Federal  Register
     during the week of May 24.  (Rel. 34-49732)
     
     A  proposed rule change (SR-NASD-2004-034) and Amendment No.  1  thereto
     filed  by  the National Association of Securities Dealers to allow  NASD
     members  to  report  certain  trades  through  SuperMontage  has  become
     immediately  effective  under  Section  19(b)(3)(A)  of  the  Securities
     Exchange  Act of 1934.  Publication of the proposal is expected  in  the
     Federal Register during the week of May 24.  (Rel. 34-49733)
     
APPROVAL OF PROPOSED RULE CHANGE
     
     The  Commission  approved  a proposed rule change  (SR-CHX-2003-21)  and
     Amendment No. 1 and granted accelerated approval to Amendment No.  2  to
     the  proposal submitted by the Chicago Stock Exchange that  revises  the
     rules  governing price improvement for orders executed automatically  by
     the  CHX's  MAXr  execution  system.  Publication  of  the  proposal  is
     expected  in the Federal Register during the week of May 24.  (Rel.  34-
     49736)

WITHDRAWALS SOUGHT

     A  notice has been issued giving interested persons until June 11, 2004,
     to  comment  on  the  application of Bentley  Pharmaceuticals,  Inc.  to
     withdraw its common stock, $.02 par value, from listing and registration
     on the American Stock Exchange.  (Rel. 34-49739)
     
     A  notice has been issued giving interested persons until June 11, 2004,
     to  comment  on  the  application of Atlas Pipeline  Partners,  L.P.  to
     withdraw  its common units (representing limited partnership interests),
     from listing and registration on the American Stock Exchange.  (Rel. 34-
     49740)

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     SPRINT CORP, PO BOX 11315, KANSAS CITY, MO, 64112, 9136243000 -
        20,004,186 ($344,472,082.92) Equity, (File 333-115607 - May. 19)
        (BR. 37)

S-4     MERITAGE CORP, 8501 E. PRINCESS DRIVE, STE 290, SCOTTSDALE, AZ, 85255,
        4802222444 - 0 ($130,000,000.00) Non-Convertible Debt,
        (File 333-115610 - May. 19) (BR. 06)

S-3     INVITROGEN CORP, 1600 FARADAY AVE, CARLSBAD, CA, 92008, 7606037200 -
        0 ($450,000,000.00) Debt Convertible into Equity, (File 333-115611 -
        May. 19) (BR. 01)

S-8     NATUREWELL INC, 7855 IVANHOE AVE, SUITE 322, LA JOLLA, CA, 92037,
        858/454-6790 - 10,000,000 ($260,000.00) Equity, (File 333-115612 -
        May. 19) (BR. 01)

SB-2    GENIUS PRODUCTS INC, 740 LOMAS SANTA FE, SUITE 210, SOLANA BEACH, CA,
        92075, 8587938840 - 20,782,216 ($35,329,767.20) Equity,
        (File 333-115613 - May. 19) (BR. 05)

S-1     VOLTERRA SEMICONDUCTOR CORP, 42840CHRISTY ST, SUITE 202, FREMONT, CA,
        94538, 0 ($50,000,000.00) Equity, (File 333-115614 - May. 19) (BR. 36)

S-1     NEWTEK BUSINESS SERVICES INC, 100 QUENTIN ROOSEVELT BLVD., GARDEN CITY,
        NY, 11530, 5163902260 - 0 ($30,000,000.00) Equity, (File 333-115615 -
        May. 19) (BR. 07)

S-8     SBS BROADCASTING S A, RIETLANDPARK 363, AMSTERDAM, P7, 00000,
        01131205191919 - 0 ($73,850,000.00) Other, (File 333-115616 - May. 19)
        (BR. 37)

F-6     CABLE & WIRELESS PUBLIC LIMITED CO, NEW MERCURY HOUSE,
        26 RED LION SQUARE, LONDON ENGLAND WC1R, X0, 00000, 7038474835 -
        0 ($500,000.00) ADRs/ADSs, (File 333-115617 - May. 19) (BR. 37)

SB-2    PROTEC INDUSTRIES INC, 3,125,000 ($25,000,000.00) Equity,
        (File 333-115618 - May. 19) (BR. 09)

S-8     JACK IN THE BOX INC /NEW/, 9330 BALBOA AVE, SAN DIEGO, CA, 92123-1516,
        6195712121 - 1,250,000 ($33,412,500.00) Equity, (File 333-115619 -
        May. 19) (BR. 05)

S-8     REALITY WIRELESS NETWORKS  INC, 4106 FACTORIA BLVD. SE,, SUITE 214,
        BELLEVUE, WA, 98006, 4083791716 - 60,000,000 ($558,000.00) Equity,
        (File 333-115620 - May. 19) (BR. 03)

S-8     SPRINT CORP, PO BOX 11315, KANSAS CITY, MO, 64112, 9136243000 -
        39,700,000 ($683,634,000.00) Equity, (File 333-115621 - May. 19)
        (BR. 37)

S-8     CONSUMER PORTFOLIO SERVICES INC, 16355 LAGUNA CANYON, IRVINE, CA,
        92618, 9497536800 - 3,500,000 ($15,032,500.00) Equity,
        (File 333-115622 - May. 19) (BR. 07)

S-8     PINNACLE BANKSHARES CORP, 622 BROAD ST, ALTAVISTA, VA, 24517,
        8043693000 - 0 ($1,837,500.00) Equity, (File 333-115623 - May. 19)
        (BR. 07)

S-3     SYNERGY BRANDS INC, 40 UNDERHILL BLVD, SYOSSET, NY, 11791, 5166821980 -
        400,000 ($3.36) Equity, (File 333-115624 - May. 19) (BR. 02)

S-8     INTEL CORP, 2200 MISSION COLLEGE BLVD, SANTA CLARA, CA, 95052,
        4087658080 - 240,000,000 ($6,448,800,000.00) Equity, (File 333-115625 -
        May. 19) (BR. 36)

S-4     UBIQUITEL OPERATING CO, 6106609510 -
        0 ($88,434,000.00) Non-Convertible Debt, (File 333-115626 - May. 19)
        (BR. 37)

S-3     NEUROGEN CORP, 35 NORTHEAST INDUSTRIAL RD, BRANFORD, CT, 06405,
        2034888201 - 0 ($131,714,707.00) Equity, (File 333-115627 - May. 19)
        (BR. 01)

S-8     PLAINS EXPLORATION & PRODUCTION CO, 700 MILAM STREET, SUITE 3100,
        HOUSTON, TX, 77002, 8322396000 - 0 ($96,025,000.00) Equity,
        (File 333-115628 - May. 19) (BR. 04)

S-8     NANOGEN INC, 10398 PACIFIC CENTER COURT, SAN DIEGO, CA, 92121,
        858 410 4600 - 0 ($4,311,937.50) Equity, (File 333-115629 - May. 19)
        (BR. 36)

S-8     CINTEL CORP, 7F MSA B/D, 891-43, DAECHI-DONG, KANGNAM-GU, SEOUL, M5,
        135-280, 011-822-508-2033 - 4,000,000 ($480,000.00) Equity,
        (File 333-115630 - May. 19) (BR. 09)

F-6     GENE MEDIX PLC, 100,000,000 ($5,000,000.00) ADRs/ADSs,
        (File 333-115631 - May. 19) (BR. )

S-8     FIRST HEALTH GROUP CORP, 3200 HIGHLAND AVENUE, DOWNERS GROVE, IL,
        60515, 6307377900 - 0 ($22,500,000.00) Equity, (File 333-115632 -
        May. 19) (BR. 01)

S-8     ENTERPRISE PRODUCTS PARTNERS L P, 2727 NORTH LOOP WEST, HOUSTON, TX,
        77008, 7138806500 -
        3,000,000 ($61,320,000.00) Limited Partnership Interests,
        (File 333-115633 - May. 19) (BR. 04)

S-8     ENTERPRISE PRODUCTS PARTNERS L P, 2727 NORTH LOOP WEST, HOUSTON, TX,
        77008, 7138806500 -
        1,000,000 ($20,440,000.00) Limited Partnership Interests,
        (File 333-115634 - May. 19) (BR. 04)

SB-2    SILVERADO GOLD MINES LTD, 1111 WEST GEORGIA ST, SUITE 505,
        VANCOUVER BC CANADA, A1, V6E 4M3, 6046891535 -
        21,860,000 ($3,108,492.00) Equity, (File 333-115635 - May. 19) (BR. 04)

S-3     DERMA SCIENCES INC, 214 CARNEGIE CENTER, SUITE 100, PRINCETON, NJ,
        08540, 6095144744 - 2,057,145 ($1,892,573.40) Equity,
        (File 333-115636 - May. 19) (BR. 01)

SB-2    PRO-TECH HOLDINGS LTD., SUITE 323 - 595 HOWE STREET, VANCOUVER, A1,
        V5A 2A4, 604-682-8468 - 3,600,000 ($180,000.00) Equity,
        (File 333-115637 - May. 19) (BR. )

S-8     ZIX CORP, 2711 NORTH HASKELL AVENUE, SUITE 2300, LB 36, DALLAS, TX,
        75204-2960, 214-370-2000 - 0 ($7,070,000.00) Equity, (File 333-115638 -
        May. 19) (BR. 03)

S-8     ZIX CORP, 2711 NORTH HASKELL AVENUE, SUITE 2300, LB 36, DALLAS, TX,
        75204-2960, 214-370-2000 - 0 ($15,732,000.00) Equity,
        (File 333-115639 - May. 19) (BR. 03)

S-11    PRIME GROUP REALTY TRUST, 77 WEST WACKER DR, STE 3900, CHICAGO, IL,
        60601, 3129171300 - 12,021,479 ($66,118,134.50) Equity,
        (File 333-115640 - May. 19) (BR. 08)

S-3     CAESARS ENTERTAINMENT INC, 3930 HOWARD HUGHES PKWY, LAS VEGAS, NV,
        89109, 7026995093 - 0 ($375,000,000.00) Equity, (File 333-115641 -
        May. 19) (BR. 08)

S-8     3D SYSTEMS CORP, 26081 AVENUE HALL, VALENCIA, CA, 91355, 6612955600 -
        0 ($14,412,000.00) Equity, (File 333-115642 - May. 19) (BR. 03)

S-8     USCORP, 4535 W. SAHARA AVE, SUITE 204, LAS VEGAS, NV, 89102,
        7029334034 - 3,500,000 ($1,435,000.00) Equity, (File 333-115643 -
        May. 19) (BR. 04)

S-4     EPL Intermediate, Inc., 3333 MICHELSON DRIVE, SUITE 550, IRVINE, CA,
        92612, 949-399-2085 - 0 ($39,690,435.00) Non-Convertible Debt,
        (File 333-115644 - May. 19) (BR. )

S-3     CANARGO ENERGY CORP, P.O. BOX 291, ST. PETER PORT, GUERNSEY, C.I., X0,
        GY1 3RR, 44 1481 729980 - 0 ($150,000,000.00) Other, (File 333-115645 -
        May. 19) (BR. 04)

SB-2    REFOCUS GROUP INC, 10300 NORTH CENTRAL EXPRESSWAY, SUITE 104, DALLAS,
        TX, 75231, 2143680200 - 0 ($14,369,343.00) Equity, (File 333-115646 -
        May. 19) (BR. 36)

S-8     INFRASOURCE SERVICES INC, 500 WEST DUTTON MILL RD, ASTON, PA, 19014,
        6106193000 - 0 ($43,123,309.00) Equity, (File 333-115648 - May. 19)
        (BR. 06)

S-8     NATIONAL COAL CORP, 319 EBENEZER ROAD, KNOXVILLE, TN, 37923,
        8657693749 - 6,000,000 ($6,900,000.00) Equity, (File 333-115649 -
        May. 19) (BR. 04)

S-1     LUMERA CORP, 19910 NORTH CREEK PARKWAY, 19910 NORTH CREEK PARKWAY,
        BOTHELL, WA, 98011-3008, 425-415-6847 - 0 ($38,100,000.00) Equity,
        (File 333-115650 - May. 19) (BR. )
     

RECENT 8K FILINGS

Form 8-K is used by companies to file current reports on the following events:

    Item 1.    Changes in Control of Registrant.
    Item 2.    Acquisition or Disposition of Assets.
    Item 3.    Bankruptcy or Receivership.
    Item 4.    Changes in Registrant's Certifying Accountant.
    Item 5.    Other Materially Important Events.
    Item 6.    Resignations of Registrant's Directors.
    Item 7.    Financial Statements and Exhibits.
    Item 8.    Change in Fiscal Year.
    Item 9.    Regulation FD Disclosure.
    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
------------------------------------------------------------------------------------------------
A21 INC                                 TX                X                  02/29/04    AMEND

ACCERIS COMMUNICATIONS INC              FL          X                        05/17/04

ACE SEC CORP WELLS FARGO FINANCIAL AU   DE            X   X                  05/14/04

ACG HOLDINGS INC                        DE                            X      05/19/04

ACT TELECONFERENCING INC                CO                X           X      05/17/04

ADC TELECOMMUNICATIONS INC              MN                X   X       X      05/19/04

ADVANCE AUTO PARTS INC                  DE                X           X      05/19/04

ADVANCED NUTRACEUTICALS INC/TX          TX            X   X           X      05/19/04

AEROGEN INC                             DE            X   X                  05/13/04

AIRGAS INC                              DE                X                  02/28/02    AMEND

AIRNET SYSTEMS INC                      OH            X   X                  05/17/04

AMCAST INDUSTRIAL CORP                  OH          X     X                  05/17/04

AMEDISYS INC                            DE                X   X              05/13/04

AMERICAN AIRLINES INC                   DE            X                      05/19/04

AMERICAN EXPRESS CO                     NY            X                      05/18/04

AMERICAN PHYSICIANS CAPITAL INC         MI            X   X                  05/18/04

AMKOR TECHNOLOGY INC                    DE            X                      05/17/04

AMR CORP                                DE            X                      05/19/04

ARGENT SECURITIES INC ASSET-BACKED PA           X         X                  05/04/04

ARGENT SECURITIES INC ASSET-BACKED PA           X     X   X                  05/19/04

ARKANSAS BEST CORP /DE/                 DE            X   X                  05/19/04

ASSURANT INC                                          X                      05/18/04

ASTA FUNDING INC                        DE                X                  05/19/04

ASTORIA FINANCIAL CORP                  DE                X   X              05/19/04

ASTORIA FINANCIAL CORP                  DE            X   X   X              05/19/04

ATLANTIC COAST AIRLINES HOLDINGS INC    DE                    X              05/19/04

ATLANTICWINE AGENCIES INC               FL    X                              05/04/04

ATWOOD OCEANICS INC                     TX            X       X              05/19/04

B2B INTERNET HOLDRSSM TRUST             NY                X                  03/31/04

BANC OF AMERICA FUNDING CORP MORT PAS   DE                X                  04/25/04

BANK OF AMERICA MORT SEC INC MORT PAS   DE                X                  04/25/04

BANK OF AMERICA MORT SEC INC MORT PAS   DE                X                  04/25/04

BANK OF AMERICA MORT SEC INC MORT PAS   DE                X                  04/25/04

BANK OF AMERICA MORT SEC INC MORT PAS   DE                X                  04/25/04

BANK OF AMERICA MORT SEC INC MORT PAS   DE                X                  04/25/04

BANK OF AMERICA MORT SEC INC MORT PAS   DE                X                  04/25/04

BANK OF AMERICA MORT SEC INC MORT PAS   DE                X                  04/25/04

BANK OF AMERICA MORT SEC INC MORT PAS   DE                X                  04/25/04

BANK OF AMERICA MORTGAGE SEC INC MOR    DE                X                  04/25/04

BANK OF AMERICA MORTGAGE SEC INC MOR    DE                X                  04/25/04

BANK OF AMERICA MORTGAGE SEC INC MOR    DE                X                  04/25/04

BANK OF AMERICA MORTGAGE SEC INC MORT   DE                X                  04/25/04

BANK OF AMERICA MORTGAGE SEC INC MORT   DE                X                  04/25/04

BANK OF AMERICA MORTGAGE SEC INC MORT   DE                X                  04/25/04

BANK OF AMERICA MORTGAGE SEC INC MORT   DE                X                  04/25/04

BANK OF AMERICA MORTGAGE SEC INC MORT   DE                X                  04/25/04

BANK OF AMERICA MORTGAGE SEC INC MORT   DE                X                  04/25/04

BANK OF AMERICA MORTGAGE SECURITIES I   DE                X                  04/25/04

BANK OF AMERICA MORTGAGE SECURITIES I   DE                X                  04/25/04

BANK OF AMERICA MORTGAGE SECURITIES I   DE                X                  04/25/04

BANK OF AMERICA MORTGAGE SECURITIES I   DE                X                  04/25/04

BANK OF AMERICA MORTGAGE SECURITIES I   DE                X                  04/25/04

BEAR STEARNS COMMERCIAL MORTGAGE  SEC   DE      X         X                  05/01/04

BETTER MINERALS & AGGREGATES CO         DE                X   X              05/18/04

BIOMARIN PHARMACEUTICAL INC             DE            X   X                  05/18/04

BIOPHAN TECHNOLOGIES INC                NV                    X              05/18/04

BIOTECH HOLDRS TRUST                                      X                  03/31/04

BLACK BOX CORP                          DE                            X      05/19/04

BRADY CORP                              WI                            X      05/19/04

BRIDGE BANCORP INC                      NY            X   X                  05/17/04

BRITTON & KOONTZ CAPITAL CORP           MS                X   X              05/18/04

BROADBAND HOLDRS TRUST                                    X                  03/31/04

BROCADE COMMUNICATIONS SYSTEMS INC      DE                X           X      05/19/04

BROCADE COMMUNICATIONS SYSTEMS INC      DE            X                      05/19/04

BROOKSTONE INC                          DE                X           X      05/19/04

BROWN SHOE CO INC                       NY                X           X      05/19/04

BROWN TOM INC /DE                       DE    X                              05/19/04

BURKE MILLS INC                         NC                X                  04/03/04

CANARGO ENERGY CORP                     DE                    X              05/18/04

CARAUSTAR INDUSTRIES INC                NC                    X              05/19/04

CARDINAL HEALTH INC                     OH            X   X                  05/19/04

CATO CORP                               DE                X   X       X      05/18/04

CENTERPOINT PROPERTIES TRUST            MD            X   X                  05/13/04

CENTEX CORP                             NV            X   X                  05/18/04

CENTRAL GARDEN & PET COMPANY            DE            X   X                  05/18/04

CERUS CORP                              DE            X   X                  05/19/04

CFS BANCORP INC                         DE                X   X              05/18/04

CHAMPION PARTS INC                      IL                X           X      05/19/04

CHAPARRAL RESOURCES INC                 DE    X                       X      05/17/04

CHARMING SHOPPES INC                    PA                X           X      05/19/04

CINEMARK USA INC /TX                    TX                X                  05/13/04

CITIGROUP MORTGAGE LOAN TRUST INC                     X   X                  05/17/04

CITIGROUP MORTGAGE LOAN TRUST INC                     X   X                  05/19/04

CLEVELAND CLIFFS INC                    OH                    X              05/18/04

CLUBCORP INC                            DE          X     X                  05/13/04

COGNIGEN NETWORKS INC                   CO                X                  05/18/04

COLDWATER CREEK INC                     DE            X   X           X      05/19/04

COLLINS INDUSTRIES INC                  MO                X           X      04/30/04

COLUMBUS MCKINNON CORP                  NY                X           X      05/18/04

COMMODORE APPLIED TECHNOLOGIES INC      DE                X   X              05/18/04

COMMONWEALTH BANKSHARES INC             VA                    X              05/19/04

COMTEX NEWS NETWORK INC                 DE            X   X           X      05/14/04

CONTINENTAL AIRLINES INC /DE/           DE            X   X                  05/19/04

COVENTRY HEALTH CARE INC                DE            X   X                  05/19/04

CREDENCE SYSTEMS CORP                   DE                X           X      05/19/04

CREDIT SUISSE FIRST BOSTON MORTGAGE S   DE            X                      05/18/04

CTS CORP                                IN            X   X                  05/18/04

CWABS INC ASSET BACKED CERTIFICATES S   DE                X                  04/25/04

CWALT INC ALTERNATIVE LOAN TRUST 2004                     X                  04/25/04

CWALT INC MORTGAGE PASS THR CERTS SER                     X                  04/25/04

CWALT INC MORTGAGE PASS THR CERTS SER                     X                  04/25/04

CWALT INC MORTGAGE PASS THR CERTS SER   DE                X                  04/25/04

CWMBS INC CHL MORTGAGE PASS THROUGH T   DE                X                  04/25/04

CWMBS INC CHL MORTGAGE PASS THROUGH T   DE                X                  04/25/04

CWMBS INC CHL MORTGAGE PASS THROUGH T   DE                X                  04/25/04

CWMBS INC MORTGAGE PASS THROUGH TRUST   DE                X                  04/25/04

CYBERTEL COMMUNICATIONS CORP            NV                X                  03/05/04    AMEND

DANKA BUSINESS SYSTEMS PLC                                            X      05/19/04

DARLING INTERNATIONAL INC               DE                X           X      05/18/04

DECKERS OUTDOOR CORP                    DE            X   X                  05/12/04

DELTA AIR LINES INC /DE/                DE            X   X                  04/30/02

DELTA AIR LINES INC /DE/                DE            X   X                  05/19/04

DIXIE GROUP INC                         TN                X   X              05/18/04

DRESS BARN INC                          CT                X           X      04/24/04

DUNE ENERGY INC                         DE    X       X   X                  05/18/04

DUQUESNE LIGHT HOLDINGS INC             PA            X                      05/19/04

EMCORE CORP                             NJ            X   X                  05/18/04    AMEND

EMPIRE FINANCIAL HOLDING CO             FL                X           X      05/18/04

ENCISION INC                            CO                            X      02/05/04

ENDO PHARMACEUTICALS HOLDINGS INC       DE                X   X              05/19/04

ENTERCOM COMMUNICATIONS CORP            PA            X   X                  05/13/04

ENTERGY CORP /DE/                       DE                X   X       X      05/18/04

ENTRADA NETWORKS INC                    DE            X   X                  05/18/04

EntreMetrix CORP                              X X         X                  03/08/04    AMEND

EOP OPERATING LTD PARTNERSHIP           DE            X   X                  05/19/04

EQUITY OFFICE PROPERTIES TRUST          MD            X   X                  05/19/04

ESTEE LAUDER COMPANIES INC              DE            X                      05/19/04    AMEND

EUROPE 2001 HOLDRS TRUST                NY            X   X                  03/31/04

FAIRCHILD SEMICONDUCTOR INTERNATIONAL   DE            X                      05/18/04

FALCON FINANCIAL INVESTMENT TRUST       MD          X     X                  05/19/04

FAR EAST ENERGY CORP                                      X   X              05/19/04

FCCC INC                                CT            X   X                  05/19/04

FIRST COMMUNITY BANCSHARES INC /NV/     NV                X   X              05/19/04

FIRST COMMUNITY BANCSHARES INC /NV/     NV                X   X              05/19/04

FIRST HORIZON ASSET SEC INC MORT PAS    DE                X                  04/25/04

FIRST HORIZON ASSET SEC INC MORT PAS    DE                X                  04/25/04

FIRST HORIZON ASSET SEC INC MORT PAS    DE                X                  04/25/04

FIRST HORIZON ASSET SEC INC MORT PAS    DE                X                  04/25/04

FIRST HORIZON ASSET SEC INC MORT PASS   DE                X                  04/25/04

FIRST HORIZON ASSET SEC INC MORT PASS   DE                X                  04/25/04

FIRST HORIZON ASSET SEC INC MORT PASS   DE                X                  04/25/04

FIRST HORIZON ASSET SEC MORT PAS THR    DE                X                  04/25/04

FIRST HORIZON ASSET SEC MORT PASS THR   DE                X                  04/25/04

FIRST HORIZON ASSET SEC MORT PASS-THR   DE                X                  04/25/04

FIRST HORIZON ASSET SEC MORT PASS-THR   DE                X                  04/25/04

FIRST HORIZON ASSET SECS INC MORT PAS   DE                X                  04/25/04

FIRST HORIZON ASSET SECURITIES INC PA   DE                X                  04/25/04

FIRST HORIZON ASSET SECURITIES MORTGA   DE                X                  04/25/04

FIRST HORIZON MORTGAGE PASS THROUGH C   DE                X                  04/25/04

FIRST HORIZON MORTGAGE PASS THROUGH T   DE                X                  04/25/04

FIRST HORIZON MORTGAGE PASS THRU TRUS   DE                X                  04/25/04

FIRST ROBINSON FINANCIAL CORP           DE            X                      05/14/04

FIRST SECURITY BANCORP INC /KY/         KY            X   X                  05/18/04

FLUSHING FINANCIAL CORP                 DE            X   X                  05/19/04

FLUSHING FINANCIAL CORP                 DE            X   X                  05/19/04

FOOT LOCKER INC                         NY            X   X           X      05/19/04

FRIEDMANS INC                           DE            X   X                  05/14/04

FTI CONSULTING INC                      MD                X     X            05/19/04

GB&T BANCSHARES INC                     GA            X   X                  05/17/04

GENTEK INC                              DE                            X      05/18/04

GENTEK INC                              DE                    X              05/19/04

GEOGLOBAL RESOURCES INC                 DE                X                  05/19/04

GLOBAL CROSSING LTD                                   X   X                  05/19/04

GMAC COMMERCIAL MORTGAGE PASS-THR CER   DE            X   X                  05/10/04

GOAMERICA INC                           DE            X   X                  05/18/04

GOODYEAR TIRE & RUBBER CO /OH/          OH                            X      05/19/04

GRAY TELEVISION INC                     GA                X        X         05/17/04

GREAT AMERICAN FINANCIAL RESOURCES IN   DE            X                      05/17/04

GREAT SOUTHERN BANCORP INC              DE            X                      05/18/04

GREATER ATLANTIC FINANCIAL CORP         DE            X   X                  07/31/03

GRIC COMMUNICATIONS INC                 CA            X                      05/19/04

GS MORT SEC CORP II COMMERCIAL MORT P   DE            X   X                  05/10/04

GS MORTGAGE SECURITIES CORP             DE            X   X                  05/17/04

GS MORTGAGE SECURITIES CORP             DE            X                      05/17/04

HALLWOOD GROUP INC                      DE            X   X           X      05/12/04

HANCOCK FABRICS INC                     DE                X                  05/02/04

HarborView Mortgage Loan Trust 2004-2   DE            X                      05/19/04

HEALTH OUTCOMES MANAGEMENT INC          MN            X                      02/18/04

HEALTH OUTCOMES MANAGEMENT INC          MN          X                        05/14/04

HEALTH OUTCOMES MANAGEMENT INC          MN            X                      05/19/04    AMEND

HOLLYWOOD MEDIA CORP                    FL                X           X      05/17/04

HOT TOPIC INC /CA/                      CA                            X      05/19/04

HUDSON RESPIRATORY CARE INC             CA            X                      05/17/04

HURCO COMPANIES INC                     IN                            X      05/19/04

IDACORP INC                             ID            X                      05/19/04

IMAGIS TECHNOLOGIES INC                 A1                    X              05/18/04

INSTINET GROUP INC                      DE            X   X                  05/19/04

INTERNATIONAL BUSINESS MACHINES CORP    NY            X                      05/19/04

INTERNET ARCHITECTURE HOLDRSSM TRUST    NY                X                  03/31/04

INTERNET HOLDRS TRUST                   NY                X                  03/31/04

INTERNET INFRASTRUCTURE HOLDRSSM TRUS   NY                X                  03/31/04

INTREPID TECHNOLOGY & RESOURCE INC      ID            X                      05/18/04

INTREPID TECHNOLOGY & RESOURCE INC      ID                X           X      05/18/04

INTUIT INC                              DE                X           X      05/19/04

IOMEGA CORP                             DE          X                        05/14/04

IVP TECHNOLOGY CORP                     NV      X         X                  05/06/04

JED OIL INC.                                          X   X                  05/19/04

KEYSTONE CONSOLIDATED INDUSTRIES INC    DE                    X              05/17/04

KNIGHTSBRIDGE FINE WINES INC            NV    X X   X X X X                  05/18/04    AMEND

LABORATORY CORP OF AMERICA HOLDINGS     DE                    X              05/19/04

LAKES ENTERTAINMENT INC                 MN                X           X      05/19/04

LANCER CORP /TX/                        TX            X   X                  12/31/03

LEAP WIRELESS INTERNATIONAL INC         DE                X           X      05/17/04

LECROY CORP                             DE            X   X                  05/17/04

LEHMAN ABS CORP                         DE            X                      05/19/04

LIBERTY HOMES INC                       IN            X   X                  05/19/04

LMI AEROSPACE INC                       MO                X           X      05/17/04

LODGENET ENTERTAINMENT CORP             DE                    X              05/19/04

LONGBOW MINING CORP                     NV          X     X                  05/17/04    AMEND

LONGS DRUG STORES CORP                  MD                            X      05/19/04

LUCENT TECHNOLOGIES INC                 DE            X                      05/17/04

MADISON RIVER CAPITAL LLC               DE                X   X              05/19/04

MAKEMUSIC INC                           MN            X   X                  05/19/04

MARKET 2000 PLUS HOLDRS SM TRUST        NY            X   X                  03/31/04

MARSH & MCLENNAN COMPANIES INC          DE            X   X                  05/18/04

MARSH & MCLENNAN COMPANIES INC          DE            X   X   X              05/18/04

MARTHA STEWART LIVING OMNIMEDIA INC     DE            X                      05/18/04

MAXCO INC                               MI          X     X                  05/07/04    AMEND

MDU COMMUNICATIONS INTERNATIONAL INC    DE            X                      05/18/04

MEDICIS PHARMACEUTICAL CORP             DE      X         X                  05/18/04

MEDICOR LTD                             DE            X   X                  05/19/04

MELT INC                                NV                    X              05/12/04

MENS WEARHOUSE INC                      TX                X           X      05/19/04

MERRILL LYNCH MORTGAGE INVESTORS INC    DE            X   X                  05/03/04

MICRO INTERCONNECT TECHNOLOGY INC       NV            X   X                  03/31/04

MICRON ENVIRO SYSTEMS INC               NV            X                      05/19/04

MICROVISION INC                         WA                X   X              05/19/04

MID AMERICA APARTMENT COMMUNITIES INC   TN                X     X            05/19/04

MISSION RESOURCES CORP                  DE                            X      05/19/04

MK GOLD CO                              DE                            X      05/14/04

MODINE MANUFACTURING CO                 WI            X   X                  05/19/04

MONEY STORE COMMERCIAL MORTGAGE INC     NJ            X   X                  05/17/04

MONEY STORE INVESTMENT CORP             NJ            X   X                  05/17/04

MONEY STORE SBA ADJUSTABLE RATE CERTI   NJ            X   X                  05/17/04

MOOG INC                                NY            X   X                  05/19/04

MORGAN STANLEY ABS CAPITAL I INC        DE            X   X                  05/18/04

MORTGAGE PASS THROUGH CERTIFICATES SE   DE                X                  04/25/04

MORTGAGE PASS THROUGH CERTIFICATES SE   DE                X                  04/25/04

MORTGAGE PASS THROUGH CERTIFICATES SE   DE                X                  04/25/04

NASH FINCH CO                           DE                X   X              05/19/04

NATIONAL BANK OF INDIANAPOLIS CORP      IN                            X      05/19/04

NATIONAL COMMERCE FINANCIAL CORP        TN                X     X            04/28/04    AMEND

NBOG BANCORPORATION INC                 GA          X     X                  05/19/04

NCO GROUP INC                           PA                X                  05/04/04

NEOSE TECHNOLOGIES INC                  DE            X   X                  05/17/04

NET 1 UEPS TECHNOLOGIES INC             FL            X   X                  05/17/04

NEW ENGLAND BANCSHARES INC                            X   X           X      05/17/04

NEW JERSEY ACQUISITION INC              DE    X X     X   X                  05/18/04

NEXTEL PARTNERS INC                     DE            X                      05/19/04

NORTHEAST UTILITIES SYSTEM              MA            X                      05/19/04

NYFIX INC                               DE            X                      05/17/04

OCEANEERING INTERNATIONAL INC           DE                    X              05/19/04

OIL SERVICE HOLDRS TRUST                NY                X                  03/31/04

ONLINE POWER SUPPLY INC                 NV        X                          05/14/04

ONYX ACCEPTANCE FINANCIAL CORP          DE            X   X                  05/17/04

OPTION CARE INC/DE                      DE            X   X                  05/13/04

PACIFIC FUEL CELL CORP                  NV      X         X                  05/14/04

PACKAGING CORP OF AMERICA                                 X   X              05/19/04

PAINCARE HOLDINGS INC                   CT      X         X                  05/11/04

PAULA FINANCIAL                         DE                    X              05/17/04

PERMIAN BASIN ROYALTY TRUST             TX                X           X      05/18/04

PETCO ANIMAL SUPPLIES INC               DE                X           X      05/19/04

PETMED EXPRESS INC                      FL                X   X       X      05/17/04

PETMED EXPRESS INC                      FL                X   X       X      05/17/04

PHARMACEUTICAL FORMULATIONS INC         DE                            X      05/18/04

PHARMACEUTICAL HOLDRS TRUST                               X                  03/31/04

PHILLIPS VAN HEUSEN CORP /DE/           DE                X           X      05/19/04

PHOTRONICS INC                          CT            X   X                  05/18/04

PIONEER DRILLING CO                     TX            X   X                  05/17/04

PNM RESOURCES INC                       NM                    X              04/30/04

PNM RESOURCES INC                       NM            X                      05/19/04

POSSIS MEDICAL INC                      MN                X           X      05/18/04

PRINCIPAL FINANCIAL GROUP INC           DE            X                      05/19/04

PROCTER & GAMBLE CO                     OH                    X              05/19/04

QAD INC                                 DE                            X      05/19/04

QUANTA SERVICES INC                     DE                X   X              05/19/04

RAVEN INDUSTRIES INC                    SD                            X      05/19/04

RCN CORP /DE/                           DE            X   X                  05/18/04

REDHOOK ALE BREWERY INC                 WA                    X              05/18/04

REGIONAL BANK HOLDERS SM TRUST          NY            X   X                  03/31/04

RESIDENTIAL ASSET MORTGAGE PRODUCTS I   DE            X   X                  05/19/04

RETAIL HOLDRS TRUST                     NY                X                  03/31/04

RIVER HOLDING CORP                      DE            X                      05/17/04

ROSS STORES INC                         DE                X           X      05/19/04

SAFE ALTERNATIVES CORP OF AMERICA INC   FL            X                      05/19/04

SALIX PHARMACEUTICALS LTD                             X   X                  05/19/04

SALIX PHARMACEUTICALS LTD                             X   X                  05/19/04

SAN JUAN BASIN ROYALTY TRUST            TX                X           X      05/18/04

SAUCONY INC                             MA            X                      05/19/04

SBE INC                                 DE                    X       X      04/30/04

SEMICONDUCTOR HOLDRS TRUST              NY            X   X                  03/31/04

SEQUENOM INC                            DE            X   X                  05/19/04    AMEND

SI INTERNATIONAL INC                    DE                    X              05/19/04

SIERRA HEALTH SERVICES INC              NV            X                      05/18/04

SIX FLAGS INC                           DE            X   X                  05/18/04

SKY FINANCIAL GROUP INC                 OH            X                      05/19/04

SKYTERRA COMMUNICATIONS INC             DE                X           X      05/19/04

SKYTERRA COMMUNICATIONS INC             DE                X           X      05/19/04

SMITHTOWN BANCORP INC                   NY          X X                      05/18/04

SMTC CORP                               DE                X           X      05/17/04

SOFTWARE HOLDRS TRUST                   NY                X                  03/31/04

SOUTHERN COMMUNITY FINANCIAL CORP       NC            X                      05/13/04

SS&C TECHNOLOGIES INC                   DE                X                  04/12/04    AMEND

STEWART & STEVENSON SERVICES INC        TX                X           X      05/19/04

STILLWATER MINING CO /DE/               DE            X                      05/13/04

STRUCTURED ASSET SEC CORP II LB UBS C                     X                  05/17/04

STRUCTURED ASSET SECURITIES CORP II                   X   X                  05/17/04

STRUCTURED PRODUCTS CORP CORTS TRUST    DE      X                            05/14/04

STRUCTURED PRODUCTS CORP CORTS TRUST    DE                X                  05/19/04

STURGIS BANCORP INC                     MI            X   X                  05/17/04

SUN HEALTHCARE GROUP INC                DE                            X      05/19/04

SYLVAN INC                              NV                X           X      05/19/04

SYNOPSYS INC                            DE                            X      05/19/04

SYNOVIS LIFE TECHNOLOGIES  INC          MN            X   X           X      05/19/04

TALBOTS INC                             DE                            X      05/19/04

TECSCAN INTERNATIONAL INC               NV            X                      05/18/04

TEKNOWLEDGE CORP                        DE            X                      03/31/04

TELECOM HOLDRS TRUST                    NY                X                  03/31/04

THERMOGENESIS CORP                      DE                X           X      05/12/04

TRAMMELL CROW CO                        DE                X   X              05/19/04

TRANS LUX CORP                          DE            X   X                  05/19/04

TRESTLE HOLDINGS INC                    DE            X   X                  05/19/04

TRIMAS CORP                             DE                X           X      05/13/04

TS&B HOLDINGS INC                                     X                      05/12/04

TXU ELECTRIC DELIVERY TRANSITION BOND                 X   X                  05/19/04

U S PHYSICAL THERAPY INC /NV            NV            X                      05/19/04

UTILITIES HOLDERS SM TRUST              NY                X                  03/31/04

VALEANT PHARMACEUTICALS INTERNATIONAL   DE                X           X      05/19/04

VFINANCE INC                            DE                            X      03/31/04

VICON INDUSTRIES INC /NY/               NY                X   X              03/31/04

VICTORIA INDUSTRIES INC                             X     X                  05/17/04

VINEYARD NATIONAL BANCORP               CA                X   X              05/19/04

WASHINGTON MUTUAL MORTGAGE SECURITIES   DE                X                  05/17/04

WASHINGTON MUTUAL MORTGAGE SECURITIES   DE                X                  05/19/04

WASHINGTON MUTUAL MORTGAGE SECURITIES   DE                X                  05/19/04

WASHINGTON MUTUAL MORTGAGE SECURITIES   DE                X                  05/19/04

WASHINGTON MUTUAL MORTGAGE SECURITIES   DE                X                  05/19/04

WESTELL TECHNOLOGIES INC                DE                X           X      05/18/04

WHIRLPOOL CORP /DE/                     DE            X   X                  05/18/04

WILSONS THE LEATHER EXPERTS INC         MN                X           X      05/18/04    AMEND

WIRELESS HOLDRS TRUST                   NY                X                  03/31/04

WORLD FINANCIAL NETWORK CREDIT CARD M   NY            X   X                  05/19/04

XL CAPITAL LTD                                        X   X                  05/18/04

XSTREAM BEVERAGE GROUP INC              NV      X         X                  05/14/04

AXESSTEL INC                            NV                            X      05/19/04

EATON VANCE CORP                        MD            X   X           X      05/19/04