SEC NEWS DIGEST

Issue  2003-239                                              December 17, 2003

     
COMMISSION ANNOUNCEMENTS

     
STAFF ACCOUNTING BULLETIN 104 ISSUED

     The  Commission's  Office of the Chief Accountant and  the  Division  of
     Corporation  Finance  announced today the release  of  Staff  Accounting
     Bulletin  (SAB)  No.  104,  "Revenue  Recognition."   This  SAB  updates
     portions  of  the interpretative guidance included in Topic  13  of  the
     codification  of  staff  accounting bulletins  in  order  to  make  this
     interpretive  guidance consistent with current authoritative  accounting
     guidance. The principal revisions relate to the deletion of material  no
     longer  necessary  because  of  private  sector  developments  in   U.S.
     generally  accepted  accounting principles,  and  the  incorporation  of
     certain  sections  of  the  staff's "Revenue  Recognition  in  Financial
     Statements  --  Frequently Asked Questions and  Answers"  document  into
     Topic 13.

     For further information, please contact Chad Kokenge or Shelly Luisi  in
     the Office of the Chief Accountant at (202) 942-4400.
     
SEC   APPROVES  NYSE  GOVERNANCE  STRUCTURE  CHANGES;  PROPOSES  MUTUAL  FUND
DISCLOSURE RULES; SOLICITS COMMENT ON FUND TRANSACTION COST ISSUES

     The  Commission  today  voted  to  approve  changes  to  the  governance
     structure of the New York Stock Exchange; to publish for comment a  rule
     proposal  that would amend mutual fund disclosure requirements regarding
     breakpoint  discounts  and front end loads; and  to  publish  a  concept
     release  to  solicit  public  comment on mutual  fund  transaction  cost
     issues.
     New York Stock Exchange Corporate Governance Proposal

     On  Nov. 7, 2003, the New York Stock Exchange filed a proposal with  the
     Commission to amend and restate its Constitution to implement  a  series
     of governance changes (SR-NYSE-2003-34).  The proposal was published for
     public comment in the Federal Register on Nov. 13, 2003.  The Commission
     voted to approve the proposal.

     The  NYSE  will make a number of revisions to its governance  structure,
     including, most significantly, the following changes:

*    Independent Board of Directors.  The Board of Directors will be reduced
     from 24-27 members to between 6-12 members, plus the Chairman of the Board
     and CEO (if different than the Chairman).  Board members (except the CEO)
     will be required to be independent of management, the members, and issuers.
  
*    Constituent Board of Executives.  The Board of Executives will  be
     created as an advisory board, consisting of the Chairman and the CEO (if
     different than the Chairman), and at least 20 but no more than 25 members who
     will serve for one-year terms.  The members of the Board of Executives will
     include representatives of the Exchange's various stakeholders, including
     member firms, institutional investors, and listed companies.
  
*    Autonomous Regulatory Office.  The position of Chief Regulatory Officer
     will be created to oversee the NYSE's regulatory function.  The Board will
     appoint the Chief Regulatory Officer, who will report directly to  the
     Regulatory Oversight & Regulatory Budget Committee.  That independent Board
     committee will exercise control over the NYSE's regulatory plan, budget and
     staffing, and recommend the compensation of senior regulatory employees.
  
*    Independent Key Board Committees.  Four Standing Committees, consisting
     only of independent directors, will be created to oversee certain critical
     functions.  These are the Nominating & Governance Committee, the Human
     Resources & Compensation Committee, the Audit Committee, and the Regulatory
     Oversight & Regulatory Budget Committee.

     Enhanced Disclosure of Mutual Fund Breakpoint Discounts

     The Commission decided to propose amendments that would require a mutual
     fund  to  provide enhanced disclosure regarding breakpoint discounts  on
     front-end  sales loads.  This enhanced disclosure would assist investors
     in understanding the breakpoint opportunities available to them.

     Some  mutual  funds  with a front-end sales load provide  discounts  for
     larger  investments.  The investment levels required to obtain a reduced
     sales  load  are commonly referred to as "breakpoints."  In  determining
     whether an investor meets a "breakpoint," funds often allow the investor
     to  use  a  "right  of  accumulation" to aggregate shares  purchased  at
     different times, in different funds within a fund family, and by  family
     members of the investor.

     An  examination  sweep of broker-dealers initiated  by  the  Commission,
     NASD,  and the New York Stock Exchange late last year revealed  that  in
     32% of the transactions that appeared to be eligible for a reduced sales
     charge, investors did not receive the full reduction to which they  were
     entitled.   The  most  frequent causes for not  providing  a  breakpoint
     discount  involved problems with rights of accumulation,  including  not
     linking  an  investor's ownership of different funds in the same  mutual
     fund  family,  shares  owned by the investor in different  accounts,  or
     shares  owned by persons related to the investor.  Following  the  joint
     examination  sweep,  NASD  formed a Joint NASD/Industry  Task  Force  on
     Breakpoints, which issued its recommendations in July of this year.

     As  a  result  of the examination sweep and the Task Force  report,  the
     Commission  is  aggressively  attacking  industry  failures  to  deliver
     breakpoint   discounts  through  both  enforcement  investigations   and
     regulatory initiatives.  The proposals would require enhanced disclosure
     by mutual funds regarding breakpoints, as recommended by the Task Force.
     The proposals would:
  
*    require a mutual fund to provide a brief description in its prospectus
     of arrangements that result in sales load breakpoints, including a summary of
     eligibility requirements, with more detailed information permitted to be in
     the statement of additional information (SAI);
  
*    require a mutual fund to describe in its prospectus the methods used to
     value accounts in order to determine whether a shareholder has met sales load
     breakpoints;
  
*    require a mutual fund to state in its prospectus, if applicable, that in
     order to obtain a breakpoint, it may be necessary for a shareholder to
     provide information and records, such as account statements, to a mutual fund
     or financial intermediary; and
  
*    require a mutual fund to state in its prospectus whether it  makes
     available on its website information regarding its breakpoints.
       
     Comments  on  the  proposed  rule  amendments  should  be  sent  to  the
     Commission within 45 days of their publication in the Federal Register.
     
     Investors can learn more about reduced front-end sales loads by going to
     http://www.sec.gov/answers/breakpt.htm and
     http://www.nasdr.com/alert_breakpoint.htm.  Investors can access fund
     expense calculators at http://www.sec.gov/investor/tools/mfcc/mfcc-
     int.htm and http://www.nasdr.com/fundcalc/expense_analyzers.asp.
  
     Investors  who believe that they have not received breakpoint  discounts
     to  which they were entitled should first contact their brokers and  ask
     that  the discount be applied.  If a broker does not correct the account
     or  provide  a  satisfactory explanation, the investor  should  write  a
     letter  to  the  firm's  compliance department and  ask  for  a  written
     response.  If that response is not satisfactory, the investor can file a
     complaint  with the SEC online at http://www.sec.gov/complaint.shtml  or
     with NASD at http://www.nasdr.com/complaints_file.asp.
  
     The examination sweep report "Joint SEC/NASD/NYSE Report of Examinations
     of  Broker-Dealers  Regarding Discounts on Front-End  Sales  Charges  on
     Mutual            Funds"           is            available            at
     http://www.sec.gov/news/studies/breakpointrep.htm.  A copy of the  Joint
     NASD/Industry  Task  Force  on  Breakpoints  report  can  be  found   at
     http://www.nasdr.com/breakpoints_report.asp.

     Request  for  Comments on Ways to Improve Mutual Fund  Transaction  Cost
     Disclosure
     
     The  Commission  decided  to  issue a concept  release  on  mutual  fund
     transaction  costs.   The release will seek public  comment  on  whether
     mutual  funds  should be required to quantify and disclose to  investors
     the amount of transaction costs they incur; include transaction costs in
     their  expense  ratios  and  fee  tables;  provide  other  measures   or
     additional  disclosure  that  would  indicate  the  level  of  a  fund's
     transaction  costs; or some combination of the above.  In addition,  the
     release will seek comment on whether mutual funds should be required  to
     record  transaction costs or the portion of those costs  that  represent
     soft  dollar benefits as an expense in their financial statements.   The
     release   also  will  ask  for  comment  on  the  adequacy  of  existing
     requirements for board review of transaction costs.

     Comments  in  response  to the concept release should  be  sent  to  the
     Commission  within  60 days of its publication in the Federal  Register.
     (Press Rel. 2003-173)

     
ENFORCEMENT PROCEEDINGS

     
COMMISSION SANCTIONS STUART WINKLER

     The  Commission  has assessed a civil money penalty of $800,000  against
     Stuart  E.  Winkler of Dannemora, New York.  Winkler was chief financial
     and  compliance officer and supervisor of operations at A.S.  Goldmen  &
     Co.,  Inc., formerly a registered broker-dealer.  Since Winkler appealed
     the initial decision of an administrative law judge only with respect to
     the  penalty  that  the  law judge assessed,  the  Commission  made  the
     remainder  of  the law judge's decision as to him final.  Thus  the  law
     judge's order barring Winkler from association with any broker or dealer
     and  issuing  a  cease-and-desist order  against  Winkler  was  declared
     effective.

     Winkler was convicted in New York of the crime of enterprise corruption.
     He  admittedly engaged in a wide variety of illegal practices  including
     manipulation,  lying  to customers and regulators,  and  falsifying  and
     destroying  records.   The Commission stated that the  $800,000  penalty
     imposed  by  the  law  judge  was warranted  since  Winkler's  egregious
     misconduct  far outweighed any mitigative factors.  (Rels. 33-8348;  34-
     48940; File No. 3-9933)

COMPLAINT FILED AGAINST DOROTHY MAHLER, JOHN BRACEWELL, III, AND PATRICIA
JONES

     The Commission announced today that it has filed a complaint in the U.S.
     District  Court for the Middle District of Tennessee against Dorothy  L.
     Mahler  (Mahler),  John W. Bracewell, III (Bracewell)  and  Patricia  L.
     Jones (Jones), all residing in Tennessee.
     
     The  complaint  alleges  that  the defendants  perpetrated  a  financial
     reporting  fraud  involving the financial statements  of  Genesco,  Inc.
     (Genesco),   a   footwear  and  accessories  company  headquartered   in
     Nashville, Tennessee.  Mahler, President of Genesco's Johnston &  Murphy
     division,   Bracewell,  a  division  vice  president,  and  Jones,   the
     division's  Director  of  Customer Care, caused  Genesco  to  improperly
     recognize  $2.8 million of sales revenue prior to the end of  a  quarter
     and  in advance of a customer's requested shipping date.  The defendants
     improperly recorded revenue in the quarter to meet sales targets for the
     quarter.   This  overstatement of sales and earnings  was  reflected  on
     Genesco's financial statements included in its Form 10-K for fiscal year
     2001.
          
     The  complaint seeks permanent injunctions enjoining defendants  Mahler,
     Bracewell,  and  Jones from further violations or  aiding  and  abetting
     violations  of  Sections 10(b), 13(a), 13(b)(2)(A) and 13(b)(5)  of  the
     Securities Exchange Act of 1934 and Rules 10b-5, 12b-20, 13a-1 and 13b2-
     1  thereunder.   The complaint further seeks disgorgement  of  all  ill-
     gotten gains with prejudgment interest against Mahler and Bracewell, the
     imposition  of  civil  penalties against Mahler and  Bracewell,  and  an
     officer  or  director bar against Mahler.   [SEC v. Dorothy  L.  Mahler,
     John W. Bracewell, III, and Patricia L. Jones, Civil Action No. 3:03-CV-
     1202 MDTN] (LR-18508; AAE Rel. 1924)

COURT  IMPOSES $164,383,744 OF DISGORGEMENT, PREJUDGMENT INTEREST  AND  CIVIL
PENALTIES AGAINST DEFENDANTS IN MASSIVE PONZI SCHEME CASE

     The  Commission announced today that on December 10 the Honorable Edward
     Rafeedie,  Senior  Judge for the U.S. District  Court  for  the  Central
     District  of  California, issued a final judgment imposing  a  total  of
     $164,383,744  in disgorgement, prejudgment interest and civil  penalties
     against four defendants in a massive Ponzi scheme that raised over  $253
     million  from  over  6,000 investors across 48 states.   Judge  Rafeedie
     ruled  for  the  Commission after a hearing on  the  issue  of  monetary
     relief.   In  his  ruling,  Judge Rafeedie rejected  the  argument  that
     defendant  Larry T. Osaki (Osaki) of Upland, California, should  not  be
     held jointly and severally liable with the two entity defendants that he
     controlled,  J.T.  Wallenbrock & Associates  (Wallenbrock)  and  Citadel
     Capital  Management Group, Inc. (Citadel).  The ruling further  rejected
     the  argument  that  defendant  Van  Y.  Ichinotsubo  (Ichinotsubo)   of
     Cerritos,  California,  a  recruiter who significantly  assisted  Osaki,
     Wallenbrock  and  Citadel  in the fraudulent  scheme,  should  not  have
     disgorgement ordered against him because he was also an investor who had
     lost money in the scheme.

     The  U.S. District Court for the Central District of California  in  Los
     Angeles  had  previously entered an order on Feb. 28, 2003,  permanently
     enjoining  Wallenbrock,  a  general  partnership  located  in  Pasadena,
     California, Osaki, Ichinotsubo and Citadel Capital, a Nevada corporation
     located  in  Pasadena, California, by consent, from  violations  of  the
     antifraud,   broker-dealer  registration  and  securities   registration
     provisions of the federal securities laws.

     Judge  Rafeedie  ordered  defendants  Osaki,  Wallenbrock  and  Citadel,
     jointly   and  severally,  to  pay  disgorgement  of  $139,418,278   and
     prejudgment  interest  of $24,270,233.  Judge Rafeedie  further  ordered
     Defendant  Ichinotsubo to pay disgorgement of $409,798 plus  prejudgment
     interest  of  $85,435.  Judge Rafeedie additionally  ordered  Osaki  and
     Ichinotsubo to each pay a third-tier civil penalty of $100,000.  It  was
     further  ordered that the Defendants make the above payments  within  30
     days  of the filing of the Order. [SEC v. J.T. Wallenbrock & Associates,
     Larry  Toshio  Osaki, Van Y. Ichinotsubo and Citadel Capital  Management
     Group, Inc., Civil Action No. 02-00808 ER, CDCA] (LR-18509)

INVESTMENT COMPANY ACT RELEASES
     

HENNION & WALSH, INC., ET AL.

     The  Commission issued an order to Hennion & Walsh, Inc., et  al.  under
     Section  6(c)  of  the Investment Company Act exempting applicants  from
     Section  12(d)(3) of the Act.  The order permits certain series of  unit
     investment  trusts  to  invest up to 10.5%,  14.5%  or  34.5%  of  their
     respective total assets in securities of issuers that derived more  than
     15%  of  their  gross  revenues in their most recent  fiscal  year  from
     securities related activities.  (Rel. IC-26296 - December 17)

SELF- REGULATORY ORGANIZATIONS
     

PROPOSED RULE CHANGE

     A proposed rule change (SR-NASD-2003-182) has been filed by the National
     Association of Securities Dealers to amend NASD Rule 6210(a) to  clarify
     certain  terms used in the definition, "TRACE-eligible security,"  amend
     NASD  Rule  6230(e)(2)  to  expand  the  trade  reporting  exemption  to
     qualifying  transactions in any TRACE-eligible security that  is  listed
     and  quoted  on  the  Nasdaq  Stock Market, Inc.,  and  make  conforming
     amendments to the defined term, "reportable TRACE transaction," in  NASD
     Rule  6210(c).   Publication of the notice in the  Federal  Register  is
     expected during the week of December 22.  (Rel. 34-48926)

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     CAREDECISION CORP, 2660 TOWNSGATE ROAD, SUITE 300, WESTLAKE VILLAGE,
        CA, 91361, 8054461973 - 7,300,000 ($292,000.00) Equity,
        (File 333-111187 - Dec. 16) (BR. 09)

S-3     JOHNSON CONTROLS INC, 5757 N GREEN BAY AVENUE, P O BOX 591, MILWAUKEE,
        WI, 53201, 4142281200 - 0 ($1,500,000,000.00) Other, (File 333-111192 -
        Dec. 16) (BR. 06)

S-1     PENINSULA PHARMACEUTICALS INC, 1751 HARBOR BAY PARKWAY, ALAMEDA, CA,
        94502, 510-747-3900 - 0 ($86,250,000.00) Equity, (File 333-111193 -
        Dec. 16) (BR. 01)

S-1     INTERSECTIONS INC, 14930 BOGLE DRIVE, CHANTILLY, VA, 20151,
        7034886100 - 0 ($115,000,000.00) Equity, (File 333-111194 - Dec. 16)
        (BR. 04)

S-8     VOYAGER ONE INC, 120 NEWPORT CENTER DR., SUITE 200, NEWPORT BEACH, CA,
        92660, 9497606832 - 181,000 ($108.00) Equity, (File 333-111207 -
        Dec. 16) (BR. 09)

S-8     CONVERGYS CORP, 201 EAST FOURTH STREET, CINCINNATI, OH, 45202,
        5137237000 - 3,000,000 ($45,225,000.00) Equity, (File 333-111209 -
        Dec. 16) (BR. 03)

S-8     ITRONICS INC, 6490 SO. MCCARRAN BLVD., BLDG C STE 23, RENO, NV, 89509,
        7756897696 - 6,000,000 ($900,000.00) Equity, (File 333-111210 -
        Dec. 16) (BR. 08)

S-8     CONEXANT SYSTEMS INC, 4311 JAMBOREE RD, NEWPORT BEACH, CA, 92660-3095,
        9494834600 - 363,055 ($1,808,014.00) Equity, (File 333-111211 -
        Dec. 16) (BR. 36)

S-8     PALL CORP, 2200 NORTHERN BLVD, EAST HILLS, NY, 11548, 5164845400 -
        1,000,000 ($26,105,000.00) Equity, (File 333-111212 - Dec. 16) (BR. 06)

S-8     DELL INC, ONE DELL WAY, STED, ROUND ROCK, TX, 78682-2244, 5127284737 -
        0 ($4,941,750.00) Equity, (File 333-111214 - Dec. 16) (BR. 03)

S-8     DELL INC, ONE DELL WAY, STED, ROUND ROCK, TX, 78682-2244, 5127284737 -
        0 ($3,294,500.00) Equity, (File 333-111215 - Dec. 16) (BR. 03)

S-8     PALL CORP, 2200 NORTHERN BLVD, EAST HILLS, NY, 11548, 5164845400 -
        1,000,000 ($26,105,000.00) Equity, (File 333-111218 - Dec. 16) (BR. 06)

SB-2    OSAGE FEDERAL FINANCIAL INC, 596,514 ($5,965,140.00) Equity,
        (File 333-111219 - Dec. 16) (BR. 09)

S-4     CONSUMERS ENERGY CO, 212 W MICHIGAN AVE, JACKSON, MI, 49201,
        5177881030 - 0 ($1,275,000,000.00) Non-Convertible Debt,
        (File 333-111220 - Dec. 16) (BR. 02)

S-8     SIRIUS SATELLITE RADIO INC, 1221 AVENUE OF THE AMERICAS, 36TH FLOOR,
        NEW YORK, NY, 10020, 2128995000 - 500,000 ($1,070,000.00) Equity,
        (File 333-111221 - Dec. 16) (BR. 37)

S-8     FOOT LOCKER INC, 112 WEST 34TH STREET, 233 BROADWAY, NEW YORK, NY,
        10120, 2127204477 - 7,000,000 ($154,560,000.00) Equity,
        (File 333-111222 - Dec. 16) (BR. 02)

S-8     WATSON WYATT & CO HOLDINGS, 1717 H STREET N W, SUITE 800, WASHINGTON,
        DC, 20006, (202) 715-7000 - 0 ($35,625,000.00) Equity,
        (File 333-111223 - Dec. 16) (BR. 08)

S-8     SEI CORP, 1 FREEDOM VALLEY DRIVE, OAKS, PA, 19456-1100, 6106761000 -
        0 ($296,250,000.00) Equity, (File 333-111224 - Dec. 16) (BR. 07)

S-8     OPPENHEIMER HOLDINGS INC, SUITE 1110, P.O. BOX 2015,
        20 EGLINTON AVE. WEST, TORONTO, A6, M4R 1K8, (416)322-1515 -
        200,000 ($6,852,000.00) Equity, (File 333-111225 - Dec. 16) (BR. 07)

S-3     BIOCRYST PHARMACEUTICALS INC, 2190 PKWY LAKE DR, BIRMINGHAM, AL, 35244,
        2054444600 - 0 ($60,000,000.00) Equity, (File 333-111226 - Dec. 16)
        (BR. 01)

S-3     MENS WEARHOUSE INC, 5803 GLENMONT DR, HOUSTON, TX, 77081, 7135927200 -
        0 ($130,000,000.00) Debt Convertible into Equity, (File 333-111227 -
        Dec. 16) (BR. 02)

S-8     CITIZENS SOUTH BANKING CORP, 245 WEST MAIN AVENUE, GASTONIA, NC,
        28052-4140, 7048685200 - 736,393 ($10,894,368.00) Equity,
        (File 333-111228 - Dec. 16) (BR. 07)

S-3     HOVNANIAN ENTERPRISES INC, 10 HWY 35, PO BOX 500, RED BANK, NJ, 07701,
        7327477800 - 0 ($20,884,261.75) Equity, (File 333-111231 - Dec. 16)
        (BR. 06)

S-8     INVICTA GROUP INC, 9553 HARDING AVE, SUITE 301, MIAMI BEACH, FL, 33154,
        3058666525 - 5,000,000 ($1,200,000.00) Equity, (File 333-111232 -
        Dec. 16) (BR. 09)

S-8     INVICTA GROUP INC, 9553 HARDING AVE, SUITE 301, MIAMI BEACH, FL, 33154,
        3058666525 - 5,000,000 ($1,200,000.00) Equity, (File 333-111233 -
        Dec. 16) (BR. 09)

S-3     HORACE MANN EDUCATORS CORP /DE/, 1 HORACE MANN PLZ, SPRINGFIELD, IL,
        62715-0001, 2177892500 - 0 ($300,000,000.00) Other, (File 333-111234 -
        Dec. 16) (BR. 01)

S-8     MILLENIUM HOLDING GROUP INC /AZ/, 12 WINDING ROAD, SUITE, HENDERSON,
        NV, 89052, 702-492-7721 - 505,051 ($570,708.00) Other,
        (File 333-111235 - Dec. 16) (BR. 08)

S-8     ACCREDO HEALTH INC, 1640 CENTURY CENTER PARKWAY, SUITE 101, MEMPHIS,
        TN, 38134, 9013853688 - 15,000,000 ($15,000,000.00) Other,
        (File 333-111236 - Dec. 16) (BR. 01)

S-3     COMSTOCK RESOURCES INC, 5300 TOWN AND COUNTRY BLVD, STE 500, FRISCO,
        TX, 75034, 9726688800 -
        0 ($300,000,000.00) Unallocated (Universal) Shelf, (File 333-111237 -
        Dec. 16) (BR. 04)

S-3     SBS TECHNOLOGIES INC, 2400 LOUISIANA BOULEVARD NE,
        AFC BUILDING 5 SUITE 600, ALBUQUERQUE, NM, 87110, 5058750600 -
        0 ($5,784,753.00) Equity, (File 333-111239 - Dec. 16) (BR. 03)

S-3     PREMCOR REFINING GROUP INC, 8182 MARYLAND AVE, C/O MILTON BURMASTER,
        ST LOUIS, MO, 63105-3721, 3148549696 -
        0 ($1,200,000,000.00) Unallocated (Universal) Shelf, (File 333-111240 -
        Dec. 16) (BR. 04)

SB-2    INVICTA GROUP INC, 9553 HARDING AVE, SUITE 301, MIAMI BEACH, FL, 33154,
        3058666525 - 14,715,000 ($7,770,150.00) Equity, (File 333-111241 -
        Dec. 16) (BR. 09)

S-3     ISCO INTERNATIONAL INC, 451 KINGSTON CT, MOUNT PROSPECT, IL, 60056,
        8473919400 - 0 ($405,000.00) Equity, (File 333-111242 - Dec. 16)
        (BR. 36)

F-9EF   NEXEN INC, 801-7TH AVENUE SW, CALGARY ALBERTA CANA, A0, T2P 3P7,
        4036994000 - 1,000,000,000 ($1,000,000,000.00) Non-Convertible Debt,
        (File 333-111243 - Dec. 16) (BR. 04)

SB-2    AMERICAN NATURAL ENERGY CORP, 7030 SOUTH YALE, SUITE 404, TULSA, OK,
        74136, 9184811440 - 27,621,366 ($27,621,366.00) Equity,
        (File 333-111244 - Dec. 16) (BR. 04)
     

RECENT 8K FILINGS

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

    Item 1.    Changes in Control of Registrant.
    Item 2.    Acquisition or Disposition of Assets.
    Item 3.    Bankruptcy or Receivership.
    Item 4.    Changes in Registrant's Certifying Accountant.
    Item 5.    Other Materially Important Events.
    Item 6.    Resignations of Registrant's Directors.
    Item 7.    Financial Statements and Exhibits.
    Item 8.    Change in Fiscal Year.
    Item 9.    Regulation FD Disclosure.
    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
---------------------------------------------------------------------------------------------
A TIME TO GROW INC                      TX            X                      12/16/03

ACE CASH EXPRESS INC/TX                 TX                X           X      12/16/03

ACTRADE FINANCIAL TECHNOLOGIES LTD      DE        X       X   X              12/15/03

ACUITY BRANDS INC                       DE            X   X                  12/16/03

AGCO CORP /DE                           DE            X   X                  12/15/03

AKAMAI TECHNOLOGIES INC                 DE            X   X                  12/12/03

ALTIRIS INC                             DE      X         X                  12/01/03

AMERICAN INTERNATIONAL VENTURES INC /   DE            X                      12/15/03

AMERIQUEST MORT SEC INC ASSET BACKED    DE      X         X                  11/05/03

APOLLO HOLDINGS INC                     DE            X                      12/15/03

AVERY DENNISON CORPORATION              DE                X   X              12/12/03

BANK OF HAWAII CORP                     DE            X                      12/15/03

BANK UNITED CORP LITIGATION CONTINGEN   DE            X   X                  12/16/03

BANKATLANTIC BANCORP INC                FL            X   X                  12/02/03

BARRY R G CORP /OH/                     OH                X   X              12/15/03

BAYVIEW FINANCIAL SECURITIES CO LLC     DE            X                      12/15/03

BIOCRYST PHARMACEUTICALS INC            DE            X   X                  12/16/03

BLACK HILLS CORP /SD/                   SD            X   X                  12/15/03

BMC INDUSTRIES INC/MN/                  MN                X   X              12/12/03

BOSTON LIFE SCIENCES INC /DE            DE            X   X                  12/09/03

BRADY CORP                              WI            X   X                  12/15/03

BRANDAID MARKETING CORP                 DE            X                      12/16/03

BRIDGE BANCORP INC                      NY                X                  12/15/03

BRIGHAM EXPLORATION CO                  DE                X           X      12/16/03

BROOKS AUTOMATION INC                   DE            X   X                  12/16/03

BRUSH ENGINEERED MATERIALS INC                        X   X                  12/16/03

BUCKLE INC                              NE            X                      12/16/03

CALIFORNIA CLEAN AIR INC                DE      X                            11/26/03

CALIFORNIA MICRO DEVICES CORP           CA          X     X   X              12/15/03

CAPACITIVE DEIONIZATION TECHNOLOGY SY   NV            X   X                  12/15/03

CAPITAL AUTO RECEIVABLES INC            DE            X   X                  12/15/03

CARCO AUTO LOAN MASTER TRUST            DE            X   X                  12/15/03

CARDINAL HEALTH INC                     OH                    X              12/16/03

CENDANT CORP                            DE            X   X                  12/16/03

CENTRAL WIRELESS INC                    UT          X     X                  11/20/03  AMEND

CERBCO INC                              DE            X                      12/16/03

CEVA  INC                               DE                X   X              12/16/03

CHAMPIONSHIP AUTO RACING TEAMS INC      DE            X   X                  12/16/03

CHAMPIONSHIP AUTO RACING TEAMS INC      DE            X   X                  12/16/03

CHARLES & COLVARD LTD                   NC                    X              12/16/03

CHASE MORTGAGE FINANCE CORP             DE            X   X                  12/15/03

CHASE MORTGAGE FINANCE CORP             DE            X   X                  12/15/03

CHESAPEAKE ENERGY CORP                  OK            X                      12/15/03

CHESAPEAKE ENERGY CORP                  OK            X                      12/15/03

CHIRAL QUEST INC                        MN          X     X                  12/09/03

CHRONIMED INC                           MN      X         X                  12/09/03

CNL HOSPITALITY PROPERTIES INC          MD            X   X                  12/15/03

COACHMEN INDUSTRIES INC                 IN                X   X              12/15/03

COLE NATIONAL CORP /DE/                 DE                X           X      12/16/03

COLE NATIONAL GROUP INC                 DE                X           X      12/16/03

COLLEGE LOAN CORP TRUST I               DE            X   X                  11/30/03

COMDISCO HOLDING CO INC                 DE            X                      11/20/03  AMEND

COMMUNITY BANKS INC /PA/                PA            X                      12/16/03

CONCERO INC                             DE            X                      12/12/03

CONOLOG CORP                            DE                X           X      12/15/03

COWLITZ BANCORPORATION                  WA            X   X                  12/15/03

CSK AUTO CORP                           DE            X   X   X              12/16/03

DAIMLERCHRYSLER AUTO TRUST 2003-A       MI            X   X                  12/08/03

DAIMLERCHRYSLER AUTO TRUST 2003-B       MI            X   X                  12/04/03

DAIMLERCHRYSLER MASTER OWNER TRUST                    X   X                  12/15/03

DATAJUNGLE SOFTWARE INC                 NV                X                  12/15/03

DERMA SCIENCES INC                      PA            X                      11/12/03

DOCUMENT SECURITY SYSTEMS INC           NY            X   X                  12/15/03

DOLLAR TREE STORES INC                  VA                    X              12/16/03

DOWNEY FINANCIAL CORP                   DE                X   X              11/30/03

DST SYSTEMS INC                         DE      X         X                  12/01/03

DVI INC                                 DE            X   X                  12/15/03

ECB BANCORP INC                         NC                X   X              12/16/03

EDGE PETROLEUM CORP                     DE                X   X              12/16/03

ELAMEX SA DE CV                                               X              12/16/03

ELIZABETH ARDEN INC                     FL                X   X              12/15/03

EMC CORP                                MA            X   X                  12/15/03

ENDOCARE INC                            DE            X   X                  12/15/03

ENERGY PRODUCERS INC                    NV    X X         X                  12/01/03  AMEND

ENSCO INTERNATIONAL INC                 DE                    X              12/15/03

ENZO BIOCHEM INC                        NY                            X      12/15/03

ESSEX CORPORATION                       VA            X   X                  12/16/03

EXELIXIS INC                            DE            X                      12/16/03

FACTSET RESEARCH SYSTEMS INC            DE                X           X      11/30/03

FAMOUS DAVES OF AMERICA INC             MN            X   X                  12/15/03

FARMER MAC MORTGAGE SECURITIES CORP     DE                X                  12/16/03

FARMER MAC MORTGAGE SECURITIES CORP     DE                X                  12/16/03

FARMER MAC MORTGAGE SECURITIES CORP     DE                X                  12/16/03

FARMER MAC MORTGAGE SECURITIES CORP     DE                X                  12/16/03

FENTURA FINANCIAL INC                   MI                X   X              12/16/03

FGI GROUP INC                           DE            X   X                  12/16/03

FIRST COMMONWEALTH FINANCIAL CORP /PA   PA      X                            12/11/03

FIRST COMMUNITY FINANCIAL CORP          PA            X   X                  12/16/03

FIRST UNION NATIONAL BANK COM MORT PA   NC                X                  12/01/03

FLOW INTERNATIONAL CORP                 WA                X           X      12/15/03

FORD MOTOR CO                           DE            X                      12/16/03

FORD MOTOR CREDIT CO                    DE            X                      12/16/03

FORGE INC                               DE    X X         X                  09/30/03  AMEND

FUELCELL ENERGY INC                     DE                            X      12/16/03

GENESIS HEALTHCARE CORP                 PA                X   X       X      12/10/03

GOLDEN PATRIOT CORP                     NV            X                      12/16/03

GREIF INC                               DE                            X      12/11/03

GTECH HOLDINGS CORP                     DE                            X      12/16/03

HALLIBURTON CO                          DE                    X              12/16/03

HANOVER COMPRESSOR CO /                 DE            X   X                  12/09/03

HEI INC                                 MN            X   X                  12/16/03

HEICO CORP                              FL                            X      12/15/03

HELIX BIOMEDIX INC                      DE            X                      12/12/03

HERITAGE PROPERTY INVESTMENT TRUST IN   MD                    X              02/10/03  AMEND

HICKORY TECH CORP                       MN            X                      12/16/03

HOME EQUITY LOAN-BACKED NOTES SERIES    DE            X   X                  12/15/03

HOSPITALITY PROPERTIES TRUST            MD            X                      12/09/03

HUMBOLDT BANCORP                        CA            X   X                  12/15/03

ICO INC                                 TX                X           X      12/15/03

IGEN INTERNATIONAL INC /DE              DE            X                      12/15/03

INCARA PHARMACEUTICALS CORP             DE                X           X      12/12/03

INSITUFORM EAST INC                     DE            X                      12/16/03

INTERMET CORP                           GA            X   X                  12/15/03

INTERUNION FINANCIAL CORP               DE    X       X   X                  11/25/03  AMEND

INTUITIVE SURGICAL INC                  DE            X   X                  12/10/03

ISCO INTERNATIONAL INC                  DE            X   X                  12/15/03

ISOLAGEN INC                            DE            X                      12/16/03

IVP TECHNOLOGY CORP                     NV            X                      12/15/03

JDS UNIPHASE CORP /CA/                  DE            X   X                  12/15/03

KILROY REALTY CORP                      MD            X                      12/15/03

LA JOLLA PHARMACEUTICAL CO              DE            X   X                  12/16/03

LABOR READY INC                         WA                    X              12/15/03

LAIDLAW INTERNATIONAL INC               DE            X   X                  12/15/03

LESCO INC/OH                            OH            X                      12/16/03

LYDALL INC /DE/                         DE            X   X                  12/15/03

MANUFACTURED HOME COMMUNITIES INC       MD            X                      12/16/03

MARINER HEALTH CARE INC                 DE            X   X                  12/12/03

MARKWEST ENERGY PARTNERS L P            DE      X         X                  12/01/03

MARKWEST HYDROCARBON INC                DE      X         X                  12/01/03

MARTEK BIOSCIENCES CORP                 DE                X           X      12/16/03

MDC HOLDINGS INC                        DE            X   X                  12/16/03

MERCER INSURANCE GROUP INC              PA            X   X                  12/15/03

MERRILL LYNCH MORTGAGE INVESTORS INC    DE            X   X                  12/12/03

METLIFE INC                             DE                    X       X      12/16/03

METROCALL HOLDINGS INC                  DE            X   X                  12/16/03

MICRON ENVIRO SYSTEMS INC               NV            X                      12/16/03

MILLS CORP                              DE            X   X                  12/03/03

MISSISSIPPI CHEMICAL CORP /MS/          MS            X   X                  12/15/03

MOBIUS MANAGEMENT SYSTEMS INC           DE            X   X                  12/16/03

MORGAN STANLEY ABS CAPITAL I - MOR PA   DE            X   X                  06/27/03

MORTGAGE ASSET SECURITIZATION TRANSAC   DE            X                      12/16/03

MOTOROLA INC                            DE            X                      12/16/03

NATIONAL PENN BANCSHARES INC            PA            X   X                  12/09/03

NAVISITE INC                            DE                            X      12/15/03

NCO GROUP INC                           PA                X                  12/12/03

NOBLE CORP                                                X   X              12/16/03

NORSTAN INC                             MN                X           X      12/16/03

NYMAGIC INC                             NY            X   X                  12/15/03

OXFORD VENTURES INC                           X X     X X X                  12/02/03

PACEL CORP                              VA                X                  04/25/03  AMEND

PACIFIC GAS & ELECTRIC CO               CA            X                      12/16/03

PENNICHUCK CORP                         NH            X   X                  12/15/03

PENNROCK FINANCIAL SERVICES CORP        PA            X                      12/09/03

PG&E CORP                               CA            X                      12/16/03

PHARMACEUTICAL FORMULATIONS INC         DE                X                  12/10/03  AMEND

PHARMANETICS INC                        NC            X                      12/15/03

PHARMOS CORP                            NV            X   X                  12/16/03

PHOTONICS CORP                          CA            X   X                  12/15/03

POWELL INDUSTRIES INC                   NV                X           X      12/09/03

PRESIDION CORP                          FL          X     X                  12/03/03  AMEND

PRICESMART INC                          DE                X           X      12/16/03

PRINCETON VIDEO IMAGE INC               NJ            X   X                  12/10/03

PROXIM CORP                             DE            X   X                  12/12/03

PYR ENERGY CORP                         DE            X   X                  12/15/03

QUEST RESOURCE CORP                     NV                X   X              12/15/03

RADIANT SYSTEMS INC                     GA            X   X                  12/15/03

RAYONIER INC                            NC            X                      12/16/03

READING INTERNATIONAL INC               NV            X                      12/16/03

RESIDENTIAL ASSET MORT PRO INC GMACM    DE            X   X                  12/05/03

RESIDENTIAL ASSET MORTGAGE PRODUCTS I   DE            X   X                  12/12/03

RESIDENTIAL ASSET MORTGAGE PRODUCTS I   DE            X   X                  12/15/03

RESIDENTIAL ASSET MORTGAGE PRODUCTS I   DE            X   X                  11/16/03

RESIDENTIAL ASSET MORTGAGE PRODUCTS I   DE            X   X                  12/16/03

RESIDENTIAL ASSET MORTGAGE PRODUCTS I   DE            X   X                  12/16/03

RESIDENTIAL FUNDING MORTGAGE SECURITI   DE            X   X                  12/16/03

ROXIO INC                               DE                    X              12/12/03

RTIN HOLDINGS INC                       TX      X         X                  12/05/03

RTIN HOLDINGS INC                       TX            X   X                  12/16/03

RURAL ELECTRIC COOPERATIVE GRANTOR TR   NY            X   X                  12/15/03

S&T BANCORP INC                         PA            X                      12/15/03

SATELLITE ENTERPRISES CORP              NV          X                        10/22/03  AMEND

SENETEK PLC /ENG/                                     X   X                  12/15/03

SIRIUS SATELLITE RADIO INC              DE            X                      12/16/03

SLC STUDENT LOAN RECEIVABLES I INC      DE            X   X                  11/30/03

SOUTHERN BANC CO INC                    DE            X   X                  12/09/03

SOUTHWALL TECHNOLOGIES INC /DE/         DE            X   X                  12/05/03

SPINNAKER EXPLORATION CO                DE            X                      12/16/03

STAGE STORES INC                        NV            X                      12/16/03

STANDARD MANAGEMENT CORP                IN            X   X                  11/17/03

STATE AUTO FINANCIAL CORP               OH            X   X                  11/12/03

STEWART ENTERPRISES INC                 LA                X           X      12/16/03

SUPERCONDUCTIVE COMPONENTS INC          OH            X   X                  12/08/03

SYMANTEC CORP                           DE            X                      12/15/03

SYNALLOY CORP                           DE                X                  12/16/03  AMEND

SYNERGY FINANCIAL GROUP INC                           X   X                  12/16/03

TERAYON COMMUNICATION SYSTEMS           DE                X   X              12/08/03

TERRA INDUSTRIES INC                    MD            X   X                  12/15/03

TOTAL IDENTITY CORP                     FL            X                      12/09/03

TRIMERIS INC                            DE            X   X                  12/16/03

TRUE HEALTH INC                         UT          X     X                  07/30/03  AMEND

TRUSTCO BANK CORP N Y                   NY            X                      12/16/03

TUGBOAT INTERNATIONAL INC                     X X         X                  12/11/03

UNIFI INC                               NY                            X      10/22/03

UNITED FINANCIAL MORTGAGE CORP          IL                    X              12/15/03

UNITED FINANCIAL MORTGAGE CORP          IL                            X      12/16/03

UNITED RENTALS INC /DE                  DE            X                      12/15/03

UPC POLSKA INC                          DE                X   X              12/12/03

VENTAS INC                              DE            X   X                  12/11/03

VERISITY LTD                                              X   X              12/15/03

VERTEX PHARMACEUTICALS INC / MA         MA            X                      11/18/03

VICOM INC                               MN            X                      12/11/03

VIKING SYSTEMS INC                      NV    X       X                      11/24/03

VIRCO MFG CORPORATION                   DE                X   X              12/15/03

WASHINGTON FEDERAL INC                  WA                    X              12/16/03

WATERLINK INC                           DE      X     X   X                  12/11/03

WHIRLPOOL CORP /DE/                     DE            X                      12/16/03

WPCS INTERNATIONAL INC                  DE                X   X              12/16/03

XO COMMUNICATIONS INC                   DE                X           X      12/15/03

ZENITH NATIONAL INSURANCE CORP          DE            X   X                  12/16/03

ZIMMER HOLDINGS INC                     DE                X                  10/02/03  AMEND

ELECTRONIC CLEARING HOUSE INC           NV                X           X      12/16/03