SEC NEWS DIGEST

Issue 2005-113                                                  June 14, 2005

COMMISSION ANNOUNCEMENTS

SEC  ADVISORY COMMITTEE ON SMALLER COMPANIES PUBLISHES AGENDA, NAMES  WITNESS
PANELS, FOR NEW YORK MEETING
     
     The  Securities and Exchange Commissions Advisory Committee on  Smaller
     Public  Companies has published its agenda and identified the  witnesses
     it  plans to hear from at its meeting at Columbia University Law  School
     in  New  York  City  on  June 16 and 17, 2005.   The  witnesses  include
     officials  from  Nasdaq  and  the American Stock  Exchange,  experts  on
     research analyst coverage of small cap companies and a variety of  other
     persons  knowledgeable  about securities regulation  of  smaller  public
     companies.
     
     The  Advisory Committee was established by the SEC under the  leadership
     of  Chairman William H. Donaldson to examine the impact of the Sarbanes-
     Oxley Act and other federal securities laws on smaller public companies.
     The  Committee will develop recommendations and issue a final report  by
     April 2006.
     
     Previously,  on  April 12, 2005, the Committee voted to  solicit  public
     comment on a proposed committee agenda.  The Committee will consider the
     comments submitted on the agenda and discuss other business on June  16,
     the first day of its two-day meeting in New York.  On the second day  of
     the  meeting, June 17, the Committee will take testimony from witnesses.
     The  testimony  will  focus  on  methods the  Advisory  Committee  might
     recommend  to scale securities regulations for smaller public companies.
     The  Committees  goal  is  to assure that  the  costs  and  burdens  of
     regulation  are  commensurate with the benefits  to  investors  and  the
     public.
     
     Alan  Beller,  Director  of the SECs Division of  Corporation  Finance,
     which  is providing staff support for the Advisory Committee, said,  An
     academic environment is well suited for the Advisory Committee to pursue
     its  goal  of seeking solutions to regulatory problems faced by  smaller
     public companies.
     
     The  Advisory Committee meeting will be held in Room 103 of Columbia Law
     Schools Jerome Greene Hall, 435 West 116th Street, New York, New  York,
     from  1:00 to 5:30 p.m. on June 16 and from 9:00 a.m. to 12:30  p.m.  on
     June  17.  The meeting will be audio webcast on the Commissions website
     at www.sec.gov.
     
     The  agenda for the meeting, including information on composition of the
     witness panels, follows.
          
     Thursday, June 16, 1:00 p.m.  Business Session
     
     I    Introductory Remarks
               Jim Thyen and Herb Wander, Co-Chairs
     
     II   Review of Comments Received on Committee Agenda
     
     III  Reports from Subcommittees:
               Capital Formation
               Accounting Standards
               Corporate Governance and Disclosure
               Internal Control Over Financial Reporting
     
     IV   Discussion of Factual Input
               Hearings
               Questionnaires
               SEC Office of Economic Analysis
               SEC Office of Risk Assessment
     
     V    Reaffirm or Revise Committee Agenda
     
     VI   Discussion of Timetable
     
     VII  Next Steps
               Planning for August Meeting
     
     VIII Adjournment
          
          
     Friday, June 17, 9:00 a.m.  Public Hearing
     
     I    First Panel (9:00--10:45 a.m.)
               Edward   S.  Knight,  Executive  Vice  President  and  General
                 Counsel, The Nasdaq Stock Market, Inc.
               Neal   L.  Wolkoff,  Chairman  and  Chief  Executive  Officer,
                 American Stock Exchange LLC
               Alan Patricof, Co-Founder, Apax Partners
               Wayne  A.  Kolins, National Director of Assurance and Chairman
                 of  the Board, BDO Seidman, LLP; Executive Committee Member,
                 Center  for  Public Company Audit Firms, American  Institute
                 of Certified Public Accountants
               Bill  Loving,  Chief  Executive  Officer  and  Executive  Vice
                 President,  Pendleton County Bank, Franklin,  West  Virginia
                 (testifying  on behalf of Independent Community  Bankers  of
                 America)
               R.  Daniel  Blanton,  Chief Executive Officer  and  President,
                 Georgia Bank Financial Corporation (testifying on behalf  of
                 American Bankers Association)
          
     II   Second Panel (11:00 a.m.--12:30 p.m.)
               William  J. Carney, Charles Howard Candler Professor  of  Law,
                 School of Law, Emory University
               R. Cromwell Coulson, Chief Executive Officer, Pink Sheets LLC
               Michael  Taglich, Co-Founder, President, and Chairman, Taglich
                 Brothers, Inc.
               Gayle    Essary,    Chief   Executive   Officer,    Investrend
                 Communications, Inc.
               David N. Feldman, Managing Partner, Feldman Weinstein LLP
               John P. OShea, President, Westminster Securities Corp.
     
     For  additional information, please contact John Heine, Deputy Director,
     SEC Office of Public Affairs, at (202) 551-4123.   (Press Rel.  2005-90)

ENFORCEMENT PROCEEDINGS

IN THE MATTER OF JEFF THOMAS ALLEN
     
     On  June  13,  the Commission issued an Order Instituting Administrative
     Proceedings Pursuant to Section 203(f) of the Investment Advisers Act of
     1940,  Making Findings, and Imposing Remedial Sanctions (Order)  against
     Jeff  Thomas Allen, of Pittsburgh, Pennsylvania.  The Order  finds  that
     Allen  was  permanently enjoined, by consent, from future violations  of
     Section  17(a)  of  the  Securities Act of 1933, Section  10(b)  of  the
     Securities Exchange Act of 1934 and Rule 10b-5 thereunder, and  Sections
     206(1) and 206(2) of the Investment Advisers Act, based on the entry  of
     a  Final  Judgment  entered against him on May 5, 2005,  in  the  United
     States  District  Court for the Western District of Pennsylvania,  in  a
     civil  action entitled Securities and Exchange Commission v. Jeff Thomas
     Allen,  Civil  Action  No. 05-0453.  Without admitting  or  denying  the
     Commissions findings, Allen consented to the sanctions imposed  by  the
     Order.
     
     The Order finds that Allen was the Chairman, President, Chief Investment
     Officer and majority shareholder of Advanced Investment Management, Inc.
     (AIM),  a  now defunct investment adviser formerly registered  with  the
     Commission.   Allen  managed,  controlled  and  directed  all   of   the
     activities of the firm.
     
     The  Commissions complaint alleged that between January 2002  and  July
     2002,  Allen  orchestrated  a  fraudulent  trading  scheme  whereby   he
     improperly leveraged AIM advisory client assets, which resulted in  more
     than $415 million in client losses.  The complaint further alleged that,
     in an effort to conceal his fraudulent conduct, Allen purchased and then
     sold  the securities that created the unauthorized leverage on  or  near
     the  last day of the month to avoid the disclosure of his excessive  use
     of leverage in client monthly account statements.  The complaint alleged
     that Allen further made misstatements and omissions of material facts in
     client  monthly  account  statements when  he  failed  to  disclose  his
     unauthorized and improper trading scheme.  Based on the above, the Order
     bars Allen from association with any investment adviser.  (Rel. IA-2394;
     File No. 3-11949)
     
IN THE MATTER OF FORD MOTOR CREDIT COMPANY

     On  June 14, the Commission issued an Order Instituting Cease-and-Desist
     Proceedings,  Making  Findings, and Imposing Remedial  Sanctions  and  a
     Cease-and-Desist Order Pursuant to Section 8A of the Securities  Act  of
     1933 (Order) against Ford Motor Credit Company (Ford Credit).  The Order
     finds that Ford Credit violated Section 5 of the Securities Act of  1933
     in connection with the public distribution of sales materials soliciting
     investment in certain of its debt securities marketed as alternatives to
     traditional money market investments.
     
     Specifically,  the  Order  finds that Ford Credit  publicly  distributed
     sales  materials soliciting investment in variable denomination floating
     rate  demand  notes (Notes) issued by the company and  marketed  as  the
     Ford  Money Market Account without also distributing with those  sales
     materials  a  copy of the prospectus containing the detailed information
     about  the Notes included in the registration statement filed  with  the
     Commission.   Although  investors ultimately  received  a  copy  of  the
     prospectus  prior to investing, Ford Credit violated Section 5(b)(1)  of
     the  Securities  Act by failing to provide the prospectus  to  potential
     investors  either  before or at the same time it distributed  the  sales
     materials.  The Commissions Order also reflects its concern  that  Ford
     Credits  sales  materials  may have created confusion  among  investors
     familiar  with money market accounts traditionally offered by banks  and
     mutual funds.  Specifically, the sales materials advertised the Notes as
     paying  interest rates incrementally higher than the average rates  paid
     by  traditional money market accounts and offering features  typical  of
     those  accounts (such as online bill payment options and  free  checking
     privileges), but failed to explain that the Ford Money Market  Account
     was not a bank account or money market mutual fund and did not have many
     of the significant protections of those accounts.
     
     Based  on  the above, the Order directs Ford Credit to disgorge $700,000
     and  pay prejudgment interest of $64,282 and orders the company to cease
     and  desist  from committing or causing any violations  and  any  future
     violations of Section 5 of the Securities Act.  In connection  with  the
     Order,  the  company has also undertaken to, among  other  things:   (a)
     change  the name of the program through which the Notes are offered  and
     sold  to  one that does not include the term money market or otherwise
     suggest  that  the program is a type of money market account;  (b)  file
     with the Commission and distribute to each current Note holder a revised
     prospectus including additional disclosures enumerated in the Order; (c)
     ensure  that  all future sales materials concerning the  Notes  disclose
     that  the  Notes  are  not  insured by  the  Federal  Deposit  Insurance
     Corporation;  (d) ensure that all future sales materials  comparing  the
     rate  paid  on  the  Notes to rates paid on money  market  mutual  funds
     registered  under the Investment Company Act of 1940 disclose  that  the
     Notes   are  not  money  market  mutual  funds  and  do  not  meet   the
     diversification standards and are not subject to the investment  quality
     standards  set  forth for such funds; and (e) on a yearly basis  provide
     each Note holder with a copy of Ford Credits most recent Form 10-K.
     
     Ford Credit consented to the issuance of the Order without admitting  or
     denying  any  of its findings.   (Rel. 33-8582; File No. 3-11950;  Press
     Rel. 2005-89)
     
HEDGE  FUND  MANAGER  HILARY  SHANE BARRED FROM  BROKER-DEALER  INDUSTRY  AND
SUSPENDED FROM INVESTMENT ADVISORY INDUSTRY

     On  June  14,  the Commission issued an Order Instituting Administrative
     Proceedings Pursuant to Section 15(b)(6) of the Securities Exchange  Act
     of  1934  and  Section 203(f) of the Investment Advisers  Act  of  1940,
     Making  Findings, and Imposing Remedial Sanctions (Order) against Hilary
     L.  Shane.  The Order finds that on May 25, 2005, the District Court for
     the  Southern District of New York entered a final judgment  by  consent
     against  Shane  permanently enjoining her from  violations  of  Sections
     5(a), 5(c) and 17(a) of the Securities Act of 1933 and Section 10(b)  of
     the Securities Exchange Act of 1934 and Rule 10b-5 thereunder.
     
     The  complaint in the civil injunctive action alleged that on Sept.  28,
     2001,  Shane  learned  material  nonpublic  information  that  CompuDyne
     Corporation  (CompuDyne)  planned to conduct  a  Private  Investment  in
     Public Equity (PIPE) offering and she later agreed to purchase shares of
     CompuDyne through the PIPE offering for her own personal account and for
     one  of the hedge fund accounts she managed.  The complaint alleged that
     Shane  also  agreed, both orally and in writing, to keep the information
     about  the CompuDyne PIPE offering confidential.  The complaint  alleged
     that  in  breach  of that duty of trust and confidence,  Shane  executed
     short sales in CompuDyne securities in both her personal account and the
     hedge funds account before the public announcement of the PIPE offering
     on  Oct. 9, 2001.  The complaint further alleged that as a result of her
     short  selling  prior to the public announcement of the  CompuDyne  PIPE
     offering  and  covering  her short sales with the  shares  she  obtained
     through  the  PIPE,  Shane and the hedge fund made  a  total  profit  of
     $296,785.
     
     The complaint also alleged that Shane continued shorting CompuDyne stock
     after  the  public  announcement, when  there  was  not  a  registration
     statement  in  effect for the resale of the PIPE shares.  The  complaint
     alleged that Shane ultimately shorted the same number of shares that she
     received in the PIPE offering and used the shares from the PIPE to cover
     her short sales, making an additional profit of $356,153.  The complaint
     further  alleged that by short selling CompuDyne securities  before  the
     effective  date of the resale registration statement for  the  CompuDyne
     PIPE shares and covering her short sales with the PIPE shares after  the
     resale  registration  statement  became  effective,  Shane  engaged   in
     unregistered sales of securities.

     Based  on  the above, the Commissions Order bars Hilary L.  Shane  from
     association with any broker or dealer and suspends her for a  period  of
     12 months from association with any investment adviser.  Hilary L. Shane
     consented to the issuance of the Order without admitting or denying  the
     findings  in  the  Order  that set forth the allegations  in  the  civil
     injunctive action.  (Rels. 34-51839; IA-2395; File No. 3-11951)

SEC  BRINGS  EMERGENCY ACTION AGAINST HEDGE FUND AND UNREGISTERED  INVESTMENT
ADVISERS

     The  Commission  announced that on June 9 it filed  an  emergency  civil
     action against HKW Trading, LLC (HKW Trading), Howard Waxenberg Trading,
     L.L.C.  (Waxenberg Trading) and Downing & Associates Technical Analysis,
     n/k/a  The  Estate of Howard Waxenberg (Downing), in connection  with  a
     Ponzi  scheme orchestrated by the recently deceased Howard K.  Waxenberg
     (Waxenberg)  of  Bradenton,  Florida.  The  Commission  also  named  HKW
     Trading  Fund I, LLC (HKW Fund), a hedge fund, and the Estate of  Howard
     Waxenberg (Estate of Waxenberg) as Relief Defendants.  On June 9,  2005,
     the  Honorable  Susan C. Bucklew, United States District Judge  for  the
     Middle  District  of Florida entered, among other things,  an  emergency
     order  to  temporarily  freeze  the assets  of  HKW  Trading,  Waxenberg
     Trading, Downing (collectively, Defendants), HKW Fund and the Estate  of
     Waxenberg.

     The  Commissions complaint (Complaint) alleges that from at least  1990
     through  May  2005,  the  Defendants raised more  than  $70  million  by
     offering  and  selling securities to approximately 200  investors.   The
     Complaint  also alleges that Defendants falsely represented to investors
     that they were day-trading their investments in options and futures  and
     generating approximately 20% annualized returns.  The Complaint  further
     alleges  that  Defendants  sent  out fictitious  account  statements  to
     investors  that  materially  overstated  the  account  values   in   the
     individual investors accounts.  Furthermore, the Complaint alleges that
     Defendants  operated  a  Ponzi scheme by paying  out  approximately  20%
     annualized  returns to investors, in part, from new investors  capital.
     Finally,  the Complaint alleges that Waxenberg received more  than  $1.6
     million in ill-gotten gains from investors funds.
     
     Upon  the  SECs motion, the Court appointed Burton W. Wiand,  Esq.,  an
     attorney in the law firm of Fowler White Boggs Banker, as Receiver  over
     HKW  Trading, Waxenberg Trading and HKW Fund.  Among other  things,  Mr.
     Wiand  is  responsible  for  taking control of  HKW  Trading,  Waxenberg
     Trading and HKW Fund and for marshaling and safeguarding their assets.
     
     The  Complaint charges Defendants with violating Section  17(a)  of  the
     Securities Act of 1933, Section 10(b) of the Securities Exchange Act  of
     1934  and  Rule  10b-5 thereunder, and Sections 206(1) and  (2)  of  the
     Investment  Advisers Act. The SEC is also seeking, among  other  things,
     permanent  injunctions  against  HKW  Trading  and  Waxenberg   Trading,
     disgorgement  of  ill-gotten  profits,  civil  money  penalties  against
     Defendants and an accounting from the Estate of Waxenberg.  [SEC v.  HKW
     Trading, LLC, Howard Waxenberg Trading, L.L.C., et al., Case No. 8:05-CV-
     1076-T-24MSS M.D. Fla.] (LR-19265)

SEC  CHARGES  TWO  PURPORTED VENTURE CAPITAL FIRMS AND THEIR PRINCIPALS  WITH
SELLING STOCK IN FICTITIOUS ATM COMPANIES

     On June 14, the Commission announced that it had filed a civil action in
     the United States District Court for the District of Connecticut against
     Blue Square Management, Inc., Viktor Novosselov (a/k/a David Markowitz),
     Westwood  Holdings,  Inc. and George Falcone (a/k/a  Michael  Safir)  in
     connection  with the unregistered and fraudulent offerings of  pre-IPO
     stock  in two separate automatic teller machine (ATM) companies in which
     the  defendants  raised at least $4.9 million from  over  360  investors
     nationwide.
     
     The  Commissions  complaint alleges that the two  fraudulent  offerings
     were  conducted  in  succession  between  2001  and  late  2004  by  two
     unlicensed  New York City-based venture capital firms and at  least  two
     unlicensed  brokers who concealed their true identities from  investors.
     Novosselov,  with the substantial assistance of Malyar,  orchestrated  a
     fraudulent  offering through Blue Square Management, Inc.,  a  purported
     venture  capital firm.  From January 2001 to February 2004, one or  more
     representatives  of Blue Square cold-called potential  investors  across
     the country and solicited their investments in the stock and warrants of
     Cash  Money  Lending Corp., a purported ATM management  company.   After
     raising approximately $3.7 million from over 280 investors, Blue  Square
     disconnected  its phone lines and vacated its offices leaving  investors
     unable to contact anyone about their investments.
     
     The Commissions complaint further alleges that about the same time Blue
     Square disappeared, Malyar and several other individuals claiming to  be
     associated with Westwood Holdings, Inc. began soliciting investors in  a
     similar  fraudulent  offering involving a second  purported  ATM-related
     company.   Using  many  of  the same methods  of  operation,  Westwoods
     representatives were able to raise at least $1.2 million  from  over  80
     investors.
     
     According   to  the  Commissions  complaint,  the  defendants   induced
     investment through false and misleading statements which included verbal
     and  written claims that investments would yield up to 160% returns from
     a  highly anticipated IPO and/or buy-out proposal.  In fact, none of the
     promised  IPOs  or  buy-out proposals ever materialized.   Instead,  the
     defendants  dissipated  virtually all of  investors  funds,  using  the
     proceeds  primarily  for cash, food, entertainment  and  other  personal
     expenses.
     
     The   Commissions  action  seeks  permanent  injunctions,   orders   of
     disgorgement  and  civil  penalties  against  Blue  Square,  Novosselov,
     Westwood and Malyar for violating Sections 5(a), 5(c) and 17(a)  of  the
     Securities  Act  of  1933 and Sections 10(b), 15(a)  and  15(c)  of  the
     Securities  Exchange  Act of 1934 and Rule 10b-5  thereunder,  and  also
     against  Malyar  for aiding and abetting Novosselov  and  Blue  Squares
     violation  of  Section  10(b)  of  the  Exchange  Act  and  Rule   10b-5
     thereunder.
     
     In  a  related criminal action, the United States Attorneys Office  for
     the District of Connecticut announced today the arrest of Novosselov and
     Malyar  and the unsealing of an indictment charging them with securities
     fraud,  mail  fraud,  money laundering, and money laundering  conspiracy
     violations based on their activities at Blue Square.
     
     The  staff  acknowledges the assistance and cooperation  of  the  United
     States  Attorneys Office for the District of Connecticut,  the  Federal
     Bureau  of Investigation, the Social Security Administration (Office  of
     the  Inspector  General, Office of Investigations),  the  United  States
     Postal Inspection Service, the New York Police Department and the United
     States  Immigration and Customs Enforcement Service in the investigation
     of  this  matter.    [SEC v. Viktor Novosselov (a/k/a David  Markowitz),
     Igor  Malyar  (a/k/a  George  Falcone and Michael  Safir),  Blue  Square
     Management,  Inc., and Westwood Holdings, Inc. (United  States  District
     Court for the District of Connecticut)] (LR-19266)

ALYN RICHARD WAAGE AND THREE ASSOCIATES SENTENCED TO A COMBINED 24  YEARS IN
PRISON  FOR  THEIR ROLES IN THE $60 MILLION TRI-WEST INVESTMENT CLUB  PRIME
BANK SCHEME

     On   March  11,  2005,  federal  judge  Edward  J.  Garcia,  sitting  in
     Sacramento,  California, sentenced Alyn Richard  Waage  (Waage)  to  120
     months  in  prison  for  his  role as the  mastermind  of  the  Tri-West
     Investment  Club, an Internet-based investment fraud scheme that  netted
     almost  $60 million, according to Department of Justice press  releases.
     In  a  civil  action  brought by the Securities and Exchange  Commission
     (Commission) in federal court in San Francisco, the court had  already
     enjoined  Waage  on  December 19, 2002 from  future  violations  of  the
     antifraud  and  registration  provisions of  the  securities  laws,  and
     ordered him to disgorge $58 million in proceeds, plus interest,  and  to
     pay  a  civil  penalty  of $120,000.  Haarlem Universal  Corporation,  a
     corporation  based in Panama that Waage used to perpetrate the  Tri-West
     scheme, was named as a relief defendant in the Commissions civil action
     and was also ordered to disgorge $58 million.
     
     The  Commissions  complaint alleged that Tri-West was  promoted  as  an
     investment  program  to  trade in fictitious  prime  bank  securities.
     Investors  were  encouraged  to  send checks  to  various  locations  in
     California and Belize, and promised an annualized return of 120 percent.
     However,  none  of  the  investors  money  was  invested  as  promised.
     Instead, according to Department of Justice press releases, it was  used
     to  purchase  millions of dollars worth of real property in  Mexico  and
     Costa  Rica,  as well as high-priced items such as a yacht,  helicopter,
     and numerous late-model cars.
     
     Three of Waages associates have also been sentenced for their roles  in
     the Tri-West scheme.  Cary Alyn Waage, Waages son, was sentenced to  50
     months in prison and ordered to pay a $250,000 fine; Keith Nordick,  who
     assisted  Waage  with  a  variety  of  Tri-West-related  business,   was
     sentenced to 65 months in prison; and James Michael Webb, Tri-Wests web
     page designer, was sentenced to 59 months in prison.
     
     The  United States Attorneys Office in Sacramento, which prosecuted the
     criminal  cases, has also instituted civil and criminal actions  seeking
     the  forfeiture of millions of dollars in assets connected to  the  Tri-
     West scheme.   The United States Attorneys Office has recovered over $2
     million  in forfeited assets from abroad, according to papers  filed  in
     the  criminal  case against Alyn Waage.  Efforts continue to  repatriate
     Tri-West assets to the United States for eventual distribution  to  Tri-
     West investors from around the world.  [SEC v. Tri-West Investment Club,
     Alyn  Richard Waage, and Haarlem Universal Corporation, Case  No.  C-01-
     3386 WHA (N.D. Cal.)]  LR-19267

SEC CHARGES TRACK DATA CEO BARRY HERTZ WITH ILLEGAL INSIDER TRADING

     On  June  14,  the  Commission filed a complaint  against  Barry  Hertz,
     Chairman  and  CEO  of  Track  Data Corporation,  a  financial  services
     company.  At all relevant times, Hertz was also President of Track  Data
     Securities, a wholly owned subsidiary of Track Data Corporation.  In its
     complaint,  the  Commission charges that Hertz, while in  possession  of
     material, nonpublic information concerning the companys earnings during
     the  second  and third quarters of 2003, sold Track Data  stock  out  of
     several  accounts before the quarterly financial results became  public.
     Hertz  tipped several of his relatives, who also sold their  Track  Data
     stock.  At the time that he sold the stock and tipped others, Hertz  was
     subject to a company directive that barred trading in its stock prior to
     the issuance of financial results.  In August 2003, Hertz also purchased
     Track  Data stock while in possession of material, nonpublic information
     that  the  company would announce that it had authorized  payment  of  a
     first-time dividend to shareholders.
     
     The Commission's complaint alleges that Hertz violated Section 17(a)  of
     the  Securities Act of 1933 and Section 10(b) of the Securities Exchange
     Act of 1934 (Exchange Act) and Rule 10b-5 thereunder .
     Specifically, the Commission's complaint alleges as follows:

     * By mid-July 2003, Hertz had received and reviewed Track Datas internal
       revenue reports detailing revenue data for each month of the second quarter
       that ended June 30, 2003.  The most important data that Hertz reviewed was
       the monthly revenue generated by the high-end MX product, which offers
       financial data and other market information to the professional market.  By
       comparing each months revenue to the revenue of the prior month, Hertz was
       able to determine not only the exact amount of the change from month to
       month, but could also determine the overall direction of the business.  By
       mid-July, Hertz knew, among other things, the exact amount of the decline in
       revenue from services to the professional market and knew that the decline
       was significant.

     * On July 11, 2003, Hertz received a company reminder that trading in
       Track Data securities was prohibited during the period from July 10, 2003,
       through August 12, 2003, the day after the company expected to announce its
       financial results for the second quarter.

     * On July 15 and 22, 2003, Hertz sold Track Data stock from the accounts
       of a not-for-profit corporation over which he had trading authority.  On July
       17, 2003, Hertz sold stock from an account in the name of a corporation owned
       by his sister (Roxton account).  In each of the accounts, Hertz sold the
       entire holding of Track Data stock.

     * Hertz also tipped members of his family, who sold stock from their
       accounts prior to the announcement of the financial results for the second
       quarter.

     * On August 12, 2003, Track Data issued a news release announcing the
       financial results for its 2003 second quarter.  The company noted that it had
       experienced a significant decline in revenues from its market data services
       to the professional market . . . .  Revenues decreased 22% from the same
       period in 2002.  That day the stock lost 21% of its value, closing at $1.26,
       down from the prior days close of $1.60.   Trading volume surged to over 1.2
       million shares from the prior days volume of 214,000.  The following day the
       stock lost an additional 10%, closing at $1.13.

     * Between August 13 and 20, 2003, Hertz purchased Track Data stock for his
       sisters account with knowledge of the impending issuance of a first-time
       stock dividend.  After the companys public announcement of the dividend on
       August 25, 2003, the price of the stock, which had previously closed at
       $1.26, increased by 19% to $1.50.

     * On October 15, 2003, Hertz received a company reminder that trading in
       Track Data securities was prohibited during the period from October 15
       through November 12, 2003, the day after the company expected to announce its
       financial results for the third quarter.

     * By the end of October 2003, Hertz had received and reviewed Track Datas
       internal revenue reports detailing the MX revenue data for each month of the
       third quarter that ended September 30, 2003.  Hertz knew, among other things,
       the exact amount of the decline in revenue from services to the professional
       market and knew that the decline for the third quarter was significant.

     * On November 5 and 6, 2003, Hertz attempted to sell Track Data stock out
       of the Roxton account by placing limit orders on those days.  The orders,
       however, expired before they were executed.  In addition, on November 6,
       Hertz ordered the sale of Track Data stock out of the account of another not-
       for-profit corporation over which he had trading authority.

     * On November 11, 2003, Track Data issued a news release announcing the
       financial results for its 2003 third quarter.  The company again noted that
       it experienced a significant decline in revenues from its market data
       services to the professional market. . . .  Revenues decreased 33% from the
       same period in 2002.  That day the stock lost 14.2% of its value.

     * By selling Track Data stock prior to the second and third quarter news
       releases,  Hertz and his tippees illegally avoided trading  losses  of
       approximately $64,000.  By purchasing Track Data stock prior to the dividend
       announcement, the Roxton account made potential profits of approximately
       $13,000.
     
     The  Commission is seeking against Hertz an injunction, disgorgement and
     prejudgment  interest,  a civil penalty, and a bar  from  acting  as  an
     officer  or director of a public company.  [SEC v. Barry Hertz,  CV  05-
     2848 (JA) (E.D.N.Y)] (LR-19268)

SELF-REGULATORY ORGANIZATIONS

IMMEDATE EFFECTIVENESS OF PROPOSED RULE CHANGE

     A  proposed rule change (SR-Amex-2005-054) and Amendments No.  1  and  2
     thereto filed by the American Stock Exchange relating to continuation of
     a quote assist feature in options on a pilot basis, 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 June 13.  (Rel. 34-51812)
     
APPROVAL OF PROPOSED RULE CHANGE

     The Commission approved a proposed rule change and Amendment Nos. 1,  2,
     and  3  thereto (SR-BSE-2004-51) filed by the Boston Stock Exchange  and
     granted  accelerated approval to, Amendment No. 4 thereto,  relating  to
     the   trading   of  market  orders  on  the  Boston  Options   Exchange.
     Publication  of the proposal is expected in the Federal Register  during
     the week of June 13.  (Rel. 34-51821)
     
PROPOSED RULE CHANGE

     The  American Stock Exchange filed a proposed rule change (SR-Amex-2005-
     55) relating to the continuation of a quote assist feature in options on
     a  pilot  basis.   LLC. Publication of the proposal is expected  in  the
     Federal Register during the week of June 13.  (Rel. 34-51815)
     
ACCELERATED APPROVAL OF PROPOSED RULE CHANGES
     
     The Commission published notice of and granted accelerated approval to a
     proposed   rule  change  (SR-ISE-2005-18)  filed  by  the  International
     Securities  Exchange, Inc., relating to the preferencing  of  orders  to
     Exchange market makers.  Publication of the proposal is expected in  the
     Federal Register during the week of June 13.  (Rel. 34-51818)
     
     The  Commission approved on an accelerated basis a proposed rule  change
     and  Amendment Nos. 1 and 2 thereto and granted accelerated approval  to
     Amendment  No.  3 to the proposed rule change submitted by  the  Chicago
     Board  Options Exchange (SR-CBOE-2004-87) relating to trading  rules  on
     the Hybrid System for index options and options on ETFs.  Publication of
     the proposal is expected in the Federal Register during the week of June
     13.  (Rel. 34-51822)
     
     
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>.
     
     

F-6     VITRO SA DE CV, AVE RICARDO MAGAIN 400, GARZA GARCIA,
        MEXICO NUEVO LEON, O5, 66265, 5283291200 -
        25,000,000 ($1,250,000.00) ADRs/ADSs, (File 333-125749 - Jun. 13)
        (BR. 06A)

S-4     PQ CORP, 1200 W. SWEDESFORD ROAD, BERWYN, PA, 19312, (610) 651-4200 -
        0 ($275,000,000.00) Equity, (File 333-125750 - Jun. 13) (BR. 06)

F-1     Capital Maritime & Trading Corp., 3, IASSONOS STREET, PIRAEUS, ATHENS,
        J3, 18537, 302104584950 - 0 ($306,728,000.00) Equity,
        (File 333-125759 - Jun. 13) (BR. 05)

S-8     Rackable Systems, Inc., 1933 MILMONT DRIVE, MILPITAS, CA, 95035,
        408-240-8300 - 0 ($30,732,924.00) Equity, (File 333-125760 - Jun. 13)
        (BR. 03B)

S-8     SEROLOGICALS CORP, 5655 SPALDING DRIVE, 5655 SPALDING DRIVE, NORCROSS,
        GA, 30092, 4042965595 - 0 ($196,250,000.00) Equity, (File 333-125761 -
        Jun. 13) (BR. 01C)

S-8     CONSUMER DIRECT OF AMERICA, 20 CORPORATE PARK, SUITE 285, IRVINE, CA,
        92606, 949-260-1801 - 5,000,000 ($1,500,000.00) Equity,
        (File 333-125762 - Jun. 13) (BR. 07A)

S-8     CAPE SYSTEMS GROUP, INC, 3619 KENNEDY ROAD, SOUTH PLAINFIELD, NJ,
        07080, 908-756-2000 - 4,267,076 ($426,708.00) Equity,
        (File 333-125763 - Jun. 13) (BR. 03B)

S-1     HERTZ CORP, 225 BRAE BLVD, PARK RIDGE, NJ, 07656, 2013072000 -
        0 ($100,000,000.00) Equity, (File 333-125764 - Jun. 13) (BR. 05B)

S-8     NATIONAL ATLANTIC HOLDINGS CORP, 303 WEST MAIN ST, FREEHOLD, NJ, 07723,
        9087800700 - 0 ($7,388,991.00) Equity, (File 333-125765 - Jun. 13)
        (BR. 01B)

SB-2    TECHEDGE INC, 2,794,118 ($2,025,735.55) Equity, (File 333-125766 -
        Jun. 13) (BR. 04A)

S-8     GOLDEN SPIRIT MINING LTD, 1288 ALBERNI ST STE 806,
        VANCOUVER BRITISH COLUMBIACANADAV6E4N5, BELLINGHAM, A2, 00000,
        6046640484 - 19,000,000 ($285,000.00) Equity, (File 333-125767 -
        Jun. 13) (BR. 04C)

S-4     BOISE CASCADE CO, 1111 WEST JEFFERSON STREET, P. O. BOX 50, BOISE, ID,
        83728, (208) 384-6161 - 0 ($650,000,000.00) Other, (File 333-125768 -
        Jun. 13) (BR. 06A)

S-8     COMMUNITY FIRST BANCORP INC, 240 SOUTH MAIN STREET, MADISONVILLE, KY,
        42431, 2708217211 - 8,331 ($95,807.00) Equity, (File 333-125769 -
        Jun. 13) (BR. 07C)

S-8     ALLIANCE DATA SYSTEMS CORP, 17655 WATERVIEW PARKWAY, DALLAS, TX, 75252,
        9723485100 - 0 ($163,732,500.00) Equity, (File 333-125770 - Jun. 13)
        (BR. 08A)

F-6     EMMET MARVIN & MARTIN LLP, 120 BROADWAY, NEW YORK, NY, 10271,
        10,000,000 ($500,000.00) ADRs/ADSs, (File 333-125771 - Jun. 13) (BR. )

S-3     CREDENCE SYSTEMS CORP, 215 FOURIER AVE, FREMONT, CA, 94539,
        5106577400 - 615,157 ($4,958,165.42) Equity, (File 333-125772 -
        Jun. 13) (BR. 10A)

S-3     GABELLI ASSET MANAGEMENT INC, ONE CORPORATE CENTER, RYE, NY, 10580,
        9149213700 - 0 ($400,000,000.00) Other, (File 333-125773 - Jun. 13)
        (BR. 07C)

S-4     VENTURE FINANCIAL GROUP INC, 721 COLLEGE STREET, P O BOX 3800, LACEY,
        WA, 98509, 3604591100 - 0 ($18.20) Equity, (File 333-125774 - Jun. 13)
        (BR. 07A)

S-1     PeopleSupport, Inc., 1100 GLENDON AVENUE, SUITE 1250, LOS ANGELES, CA,
        90024, 310-824-6200 - 438,679 ($543,961.96) Equity, (File 333-125775 -
        Jun. 13) (BR. 08A)

F-6     OPTION N.V., KOLONE 1 BEGAUTT LAAN 45, 3012 LEUVEN, C9, 00000,
        10,000,000 ($500,000.00) ADRs/ADSs, (File 333-125776 - Jun. 13) (BR. )

S-8     BLACKBOARD INC, 1899 L ST NW, 5TH FLR, WASHINGTON, DC, 20036,
        0 ($9,516,610.18) Equity, (File 333-125777 - Jun. 13) (BR. 03C)

S-3     SABA SOFTWARE INC, 2400 BRIDGE PARKWAY, SIOTE 150, REDWOOD SHORES, CA,
        94065-1166, 6506963822 - 1,799,920 ($7,451,668.80) Equity,
        (File 333-125778 - Jun. 13) (BR. 03C)

S-8     PPT VISION INC, 12988 VALLEY VIEW ROAD, EDEN PRAIRIE, MN, 55344,
        9529969500 - 0 ($125,000.00) Equity, (File 333-125780 - Jun. 13)
        (BR. 10C)

S-8     NAPSTER INC, 9044 MELROSE AVENUE, LOS ANGELES, CA, 90069, 3102815000 -
        2,100,000 ($9,072,000.00) Equity, (File 333-125781 - Jun. 13) (BR. 03B)

S-4     JACOBS ENTERTAINMENT INC, 240 MAIN STREET, BLACK HAWK, CO, 80422,
        3035821117 - 0 ($23,000,000.00) Other, (File 333-125782 - Jun. 13)
        (BR. 05B)

RECENT 8K FILINGS

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

1.01 Entry into a Material Definitive Agreement
1.02 Termination of a Material Definitive Agreement
1.03 Bankruptcy or Receivership
2.01 Completion of Acquisition or Disposition of Assets
2.02 Results of Operations and Financial Condition
2.03 Creation of a Direct Financial Obligation or an Obligation under an
     Off-Balance Sheet Arrangement of a Registrant
2.04 Triggering  Events  That  Accelerate or  Increase  a  Direct  Financial
     Obligation under an Off-Balance Sheet Arrangement
2.05 Cost Associated with Exit or Disposal Activities
2.06 Material Impairments
3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or
     Standard; Transfer of Listing
3.02 Unregistered Sales of Equity Securities
3.03 Material Modifications to Rights of Security Holders
4.01 Changes in Registrants Certifying Accountant
4.02 Non-Reliance  on Previously Issued Financial Statements  or  a  Related
     Audit Report or Completed Interim Review
5.01 Changes in Control of Registrant
5.02 Departure of Directors or Principal Officers; Election of Directors;
     Appointment of Principal Officers
5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year
5.04 Temporary  Suspension  of Trading Under Registrant's  Employee  Benefit
     Plans
5.05 Amendments to the Registrants Code of Ethics, or Waiver of a
     Provision of the Code of Ethics
6.01 ABS Informational and Computational Material.
6.02 Change of Servicer or Trustee.
6.03 Change in Credit Enhancement or Other External Support.
6.04 Failure to Make a Required Distribution.
6.05 Securities Act Updating Disclosure.
7.01 Regulation FD Disclosure
8.01 Other Events
9.01 Financial Statements and Exhibits

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   			    		      DATE     COMMENT
---------------------------------------------------------------------------------------------------------
AAIPHARMA INC                           DE       2.03                                   06/07/05

ACE Securities Corp Home Equity Loan    DE       9.01                                   05/26/05

ADVANCED COMMUNICATIONS TECHNOLOGIES    FL       1.01,1.02                              06/07/05

AFFILIATED COMPUTER SERVICES INC        DE       7.01                                   06/10/05

ALAMOSA HOLDINGS INC                    DE       3.02                                   06/13/05

ALLIANCE DATA SYSTEMS CORP              DE       1.01,8.01,9.01                         06/07/05

ALLIANCE DATA SYSTEMS CORP              DE       1.01,9.01                              06/10/05

AMEDIA NETWORKS, INC.                   DE       1.01,5.02,9.01                         05/25/05

AMERICAN ECOLOGY CORP                   DE       8.01                                   06/09/05

AMERICAN HEALTHWAYS INC                 DE       7.01,9.01                              06/13/05

AMERICAN TECHNICAL CERAMICS CORP        DE       5.02,9.01                              06/13/05

AML COMMUNICATIONS INC                  DE       2.02,9.01                              06/13/05

AMN HEALTHCARE SERVICES INC             DE       5.02                                   06/09/05

APPLIED DIGITAL SOLUTIONS INC           MO       9.01                                   06/09/05    AMEND

APPLIED MATERIALS INC /DE               DC       5.02                                   06/13/05

ASBURY AUTOMOTIVE GROUP INC             DE       7.01                                   06/13/05

ASTRATA GROUP INC                       NV       8.01,9.01                              06/13/05

AVID TECHNOLOGY INC                     DE       8.01,9.01                              06/13/05

Axion Power International, Inc.         DE       5.01,7.01                              06/10/05

BAKERS FOOTWEAR GROUP INC               MO       1.01,2.02,7.01,9.01                    06/07/05

Bear Stearns Commercial Mortgage Secu   DE       8.01,9.01                              06/13/05

BEAZER HOMES USA INC                    DE       1.01,2.03,9.01                         06/08/05

BEHRINGER HARVARD SHORT TERM OPPORTUN   TX       1.01,9.01                              06/13/05

BERKSHIRE HATHAWAY INC                  DE       8.01,9.01                              06/06/05

BESTNET COMMUNICATIONS CORP             NV       8.01                                   06/10/05

BIOFARM INC                             NV       1.01,2.03                              04/26/05

BIOJECT MEDICAL TECHNOLOGIES INC        OR       1.01,9.01                              06/09/05

BIOMASS PROCESSING TECHNOLOGY INC       DE       5.02                                   06/07/05

BIOSOURCE INTERNATIONAL INC             DE       1.01,9.01                              06/07/05

BNC BANCORP                             NC       1.01,9.01                              06/09/05

BNP RESIDENTIAL PROPERTIES INC          MD       2.01,8.01,9.01                         03/31/05    AMEND

BOSTON ACOUSTICS INC                    MA       2.02,8.01,9.01                         06/10/05

BRIGHT HORIZONS FAMILY SOLUTIONS INC    DE       4.01,9.01                              06/13/05

BROCADE COMMUNICATIONS SYSTEMS INC      DE       3.01,9.01                              06/10/05

BROOKE CORP                             KS       3.01,9.01                              06/13/05

BUILD A BEAR WORKSHOP INC               DE       1.01                                   06/07/05

CAESARS ENTERTAINMENT INC               DE       8.01,9.01                              06/10/05

CAESARS ENTERTAINMENT INC               DE       1.01,5.02,9.01                         06/13/05

CAL DIVE INTERNATIONAL INC              MN       8.01,9.01                              06/13/05

CALLON PETROLEUM CO                     DE       8.01,9.01                              06/13/05

CANARGO ENERGY CORP                     DE       7.01,9.01                              06/13/05

CARRIZO OIL & GAS INC                   TX       1.01,3.02,7.01                         06/07/05

CARSUNLIMITED COM INC                   NV       1.01,9.01                              06/10/05

CASCADE CORP                            OR       1.01,2.02,8.01,9.01                    06/07/05

CASEYS GENERAL STORES INC               IA       2.02,7.01,9.01                         06/13/05

CASUAL MALE RETAIL GROUP INC            DE       1.01,9.01                              06/07/05

CELL GENESYS INC                        DE       2.05,9.01                              06/07/05

CENTEX CORP                             NV       2.03                                   06/08/05

CENTURY BANCORP INC                     MA       8.01,9.01                              06/13/05

CHEC FUNDING LLC                        DE       8.01,9.01                              05/13/05

CHESAPEAKE ENERGY CORP                  OK       8.01,9.01                              06/10/05

CHINA DIGITAL COMMUNICATION GROUP       NV       2.02,9.01                              06/09/05

CHROMAVISION MEDICAL SYSTEMS INC        DE       8.01,9.01                              06/09/05

CINCINNATI BELL INC                     OH       8.01                                   06/10/05

CLAREMONT TECHNOLOGIES CORP             NV       1.03                                   06/13/05

CNA FINANCIAL CORP                      DE       1.01,9.01                              06/10/05

COLLEGIATE FUNDING SERVICES INC         DE       1.02                                   06/07/05

COLLEGIATE PACIFIC INC                  DE       5.02,9.01                              06/10/05

COLONIAL PROPERTIES TRUST               AL       9.01                                   04/01/05    AMEND

COLONIAL REALTY LIMITED PARTNERSHIP     DE       9.01                                   04/01/05    AMEND

COMMONWEALTH TELEPHONE ENTERPRISES IN   PA       5.02,9.01                              06/13/05

COMMUNITY TRUST BANCORP INC /KY/        KY       8.01                                   06/13/05

COMSYS IT PARTNERS INC                  DE       1.01                                   06/13/05

CONNETICS CORP                          DE       8.01,9.01                              06/13/05

COOPER CAMERON CORP                     DE       5.02,9.01                              06/09/05

Copano Energy, L.L.C.                   DE       1.01                                   06/07/05

CORPORATE PROPERTY ASSOCIATES 16 GLOB   MD       2.01,9.01                              03/15/05    AMEND

CRDENTIA CORP                           DE       2.01,9.01                              03/28/05    AMEND

CRITICAL PATH INC                       CA       3.01                                   06/07/05

CSG SYSTEMS INTERNATIONAL INC           DE       1.01,5.02,9.01                         06/07/05

CYTEC INDUSTRIES INC/DE/                DE       8.01,9.01                              06/13/05

CYTYC CORP                              DE       5.03,9.01                              06/08/05

DENDREON CORP                           DE       1.01,1.02,5.02,5.03,9.01               03/10/05

DEUTSCHE RECREATIONAL ASSET FUNDING C   NV       8.01,9.01                              05/31/05

DEVON ENERGY CORP/DE                    DE       1.01                                   06/08/05

DNAPRINT GENOMICS INC                   UT       1.01,2.03,9.01                         06/07/05

DOVER MOTORSPORTS INC                   DE       7.01,9.01                              06/10/05

DOWNEY FINANCIAL CORP                   DE       7.01,9.01                              05/31/05

DRUGMAX INC                             NV       1.01,9.01                              06/07/05

EDIETS COM INC                          DE       1.01                                   06/13/05

EDWARDS A G INC                         DE       8.01                                   06/13/05

ELITE PHARMACEUTICALS INC /DE/          DE       9.01                                   03/30/05    AMEND

ENCORE CREDIT RECEIVABLES TRUST 2005-   DE       2.01,9.01                              06/13/05

ENTERASYS NETWORKS INC /DE/             DE       2.05                                   06/08/05

ENTERGY CORP /DE/                       DE       7.01                                   06/13/05

ENZON PHARMACEUTICALS  INC              DE       5.02,9.01                              06/10/05

EON COMMUNICATIONS CORP                 DE       2.02,9.01                              06/13/05

EPIC MEDIA INC                          CA       4.01                                   06/13/05

EXELIXIS INC                            DE       1.01,3.02                              06/10/05

EXELIXIS INC                            DE       1.01,2.01,3.02                         06/09/05

EYETECH PHARMACEUTICALS INC             DE       1.01,5.03,7.01,9.01                    06/08/05

F5 NETWORKS INC                         WA       5.02,7.01,9.01                         06/08/05

FARMERS & MERCHANTS BANCORP             DE       5.03                                   06/07/05

FARMERS & MERCHANTS BANCORP             DE       8.01                                   06/10/05

FelCor Lodging Trust Inc                MD       8.01,9.01                              06/10/05

FIBERNET TELECOM GROUP INC\             DE       8.01,9.01                              06/09/05

FIRST AVIATION SERVICES INC             DE       1.01                                   06/07/05

FIRST DEFIANCE FINANCIAL CORP           OH       4.01,9.01                              06/07/05

FIRST FEDERAL BANC OF THE SOUTHWEST I            8.01,9.01                              06/09/05

FORD MOTOR CO                           DE       8.01,9.01                              06/13/05

FORMFACTOR INC                          DE       1.01                                   06/07/05

FRONTIER AIRLINES INC /CO/              CO       1.01                                   09/09/04

GABLES REALTY LIMITED PARTNERSHIP       DE       1.01,9.01                              06/07/05

GABLES RESIDENTIAL TRUST                MD       1.01,5.03,9.01                         06/07/05

GENERAL CABLE CORP /DE/                 DE       1.01,9.01                              06/13/05

GENTA INC DE/                           DE       8.01                                   06/13/05

GOLD BANC CORP INC                      KS       8.01                                   06/13/05

GOLDEN PATRIOT CORP                     NV       8.01                                   06/13/05

GOLDTECH MINING CORP                    NV       4.01                                   06/13/05    AMEND

GS MORTGAGE SECURITIES CORP             DE       8.01,9.01                              06/08/05

HANCOCK HOLDING CO                      MS       8.01,9.01                              06/13/05

HARRAHS ENTERTAINMENT INC               DE       8.01,9.01                              06/10/05

HARRAHS ENTERTAINMENT INC               DE       2.01,5.02,7.01,9.01                    06/13/05

HARRIS INTERACTIVE INC                  DE       1.01,9.01                              06/08/05

HARTFORD LIFE INSURANCE CO              CT       9.01                                   06/13/05

HARVEST NATURAL RESOURCES INC           DE       8.01,9.01                              06/13/05

HEALTHCARE REALTY TRUST INC             MD       2.02,4.01,9.01                         06/07/05

HOLLY CORP                              DE       7.01,9.01                              06/10/05

HOLLY ENERGY PARTNERS LP                DE       7.01,9.01                              06/10/05

HORIZON HEALTH CORP /DE/                DE       1.01,2.03,9.01                         06/09/05

HUFFY CORP                              OH       5.02                                   06/10/05

I/OMAGIC CORP                           NV       1.01,1.02,9.01                         06/06/05

IAC/INTERACTIVECORP                     DE       1.01,2.01,9.01                         06/07/05

IDENIX PHARMACEUTICALS INC                       1.01,9.01                              06/07/05

IMAGE SOFTWARE INC                      CO       4.01,9.01                              06/07/05

IMPLANT SCIENCES CORP                   MA       2.03,9.01                              06/08/05

Industrial Enterprises of America, In   NV       7.01                                   06/09/05

INERGY L P                              DE       7.01                                   06/13/05

INLAND WESTERN RETAIL REAL ESTATE TRU   MD       9.01                                   03/29/05    AMEND

INTEGRAMED AMERICA INC                  DE       1.01,9.01                              06/09/05

INTEGRATED BIOPHARMA INC                DE       7.01,9.01                              06/10/05

INTEGRATED ENVIRONMENTAL TECHNOLOGIES   DE       8.01,9.01                              06/09/05

INTERLAND INC /MN/                      MN       1.01                                   06/07/05

INTERLEUKIN GENETICS INC                DE       8.01,9.01                              06/13/05

INTERNATIONAL MONETARY SYSTEMS LTD /W   WI       1.01,2.01,9.01                         05/31/05

ITIS HOLDINGS INC                       NV       1.01,2.01                              06/07/05

J P MORGAN CHASE & CO                   DE       9.01                                   06/10/05

JONES LANG LASALLE INC                  MD       8.01                                   06/10/05

KADANT INC                              DE       1.01,9.01                              06/07/05

KANA SOFTWARE INC                       DE       8.01                                   06/13/05

KEY ENERGY SERVICES INC                 MD       8.01,9.01                              06/07/05

KEY TECHNOLOGY INC                      OR       2.03,9.01                              06/08/05

KITTY HAWK INC                          DE       1.01,9.01                              06/09/05

KMG CHEMICALS INC                       TX       1.01,2.01,2.03                         06/07/05

KULICKE & SOFFA INDUSTRIES INC          PA       2.06,9.01                              06/09/05

LAUREATE EDUCATION, INC.                MD       8.01                                   06/13/05

LCC INTERNATIONAL INC                   DE       3.01                                   06/07/05

LEHMAN ABS CORP BACKED TRUST CERTS SE   DE       8.01,9.01                              06/01/05

LEHMAN ABS CORP BACKED TRUST CERTS SE   DE       8.01,9.01                              06/01/05

LEHMAN ABS CORP BACKED TRUST CERTS SE   DE       8.01,9.01                              06/01/05

LEHMAN ABS CORP BACKED TRUST CERTS SE   DE       8.01,9.01                              06/01/05

LEHMAN ABS CORP BACKED TRUST CERTS SE   DE       8.01,9.01                              06/01/05

LEHMAN ABS CORP BELLSOUTH DEB BCKD SE   DE       8.01,9.01                              06/01/05

LEHMAN ABS CORP CORP BACKED TRUST CER   DE       8.01,9.01                              06/01/05

LEHMAN ABS CORP CORPORATE BACKED TRUS   DE       8.01,9.01                              06/01/05

LEHMAN ABS CORP NEWS AMERICA DEBENTUR   DE       8.01,9.01                              06/01/05

LOUDEYE CORP                            DE       1.01,5.02,9.01                         06/13/05

LTX CORP                                MA       8.01                                   06/07/05

MAXXAM INC                              DE       8.01                                   06/13/05

MDU COMMUNICATIONS INTERNATIONAL INC    DE       2.01                                   05/31/05

MEDITECH PHARMACEUTICALS INC            NV       9.01                                   06/03/05

MELT INC                                NV       1.01                                   05/15/05

MERRILL LYNCH MORTGAGE INVESTORS TRUS   DE       8.01,9.01                              05/31/05

MGM MIRAGE                              DE       3.01,5.02,7.01,9.01                    06/07/05

MIND2MARKET INC                         CO       5.02                                   06/07/05

MITCHAM INDUSTRIES INC                  TX       2.02,9.01                              06/13/05

MOMENTA PHARMACEUTICALS INC             DE       1.01,5.02,9.01                         06/07/05

MOOG INC                                NY       7.01                                   06/13/05

MORGAN STANLEY                          DE       2.02,5.02,9.01                         06/13/05

NABORS INDUSTRIES LTD                   D0       1.01                                   06/07/05

NASDAQ STOCK MARKET INC                 DE       7.01                                   06/10/05

NATIONAL CITY CORP                      DE       7.01,9.01                              06/13/05

NBTY INC                                DE       7.01,9.01                              06/13/05

NELNET INC                              NE       8.01,9.01                              06/13/05

NETFLIX INC                             DE       5.02,9.01                              06/08/05

NEWS CORP                                        8.01,9.01                              06/13/05

NEWTECH BRAKE CORP                      DE       3.02,9.01                              06/07/05

NEWTEK BUSINESS SERVICES INC            NY       5.02,9.01                              06/09/05

NEXTEL COMMUNICATIONS INC               DE       2.03,9.01                              06/09/05

NORCROSS SAFETY PRODUCTS LLC            DE       7.01,9.01                              06/13/05

NSP HOLDINGS LLC                                 7.01,9.01                              06/13/05

NYMEX HOLDINGS INC                      DE       8.01                                   06/13/05

O CHARLEYS INC                          TN       7.01,9.01                              06/13/05

ONEIDA LTD                              NY       5.02,9.01                              06/07/05

ORION HEALTHCORP INC                    DE       1.01,2.01,8.01,9.01                    06/07/05

OVERLAND STORAGE INC                    CA       5.02                                   06/09/05

OVERSEAS SHIPHOLDING GROUP INC          DE       1.01,9.01                              06/07/05

PACIFICHEALTH LABORATORIES INC          DE       5.02                                   06/07/05

PATRON SYSTEMS INC                      NV       1.01,2.03,3.02                         06/06/05

PAXSON COMMUNICATIONS CORP              DE       5.02                                   05/19/05    AMEND

PETROGEN CORP                           NV       1.01,9.01                              06/13/05

PETROL OIL & GAS INC                             5.02                                   05/09/05

PINNACLE ENTERTAINMENT INC              DE       1.01,9.01                              06/06/05

PINNACLE ENTERTAINMENT INC              DE       1.01                                   05/03/05    AMEND

PLAINS ALL AMERICAN PIPELINE LP         DE       7.01,9.01                              06/13/05

PLAINS EXPLORATION & PRODUCTION CO      DE       8.01                                   05/31/05    AMEND

PLIANT CORP                             UT       1.01,9.01                              06/09/05

PMC COMMERCIAL TRUST /TX                TX       8.01,9.01                              06/11/05

PRECIS INC                              OK       5.02,9.01                              06/10/05

PROGENICS PHARMACEUTICALS INC           DE       8.01,9.01                              06/10/05

PROXIM CORP                             DE       1.01,1.03,8.01,9.01                    06/10/05

PROXYMED INC /FT LAUDERDALE/            FL       5.02                                   06/09/05

QUICKSILVER RESOURCES INC               DE       5.02,9.01                              06/09/05

RALCORP HOLDINGS INC /MO                MO       8.01,9.01                              06/13/05

RAMCO GERSHENSON PROPERTIES TRUST       MD       5.03                                   06/09/05

REHABCARE GROUP INC                     DE       1.01,9.01                              06/10/05

RESIDENTIAL ASSET MORTGAGE PRODUCTS I   DE       8.01,9.01                              06/13/04

RESIDENTIAL ASSET MORTGAGE PRODUCTS I   DE       8.01,9.01                              06/13/04

RESIDENTIAL ASSET MORTGAGE PRODUCTS I   DE       8.01,9.01                              06/13/05

RFMSI Series 2005-S4 Trust              DE       8.01,9.01                              06/13/05

ROO GROUP INC                           DE       1.01,9.01                              04/01/05

ROYCE BIOMEDICAL INC                    NV       8.01,9.01                              06/13/05

SAFLINK CORP                            DE       1.01,3.02,9.01                         06/08/05

SANGAMO BIOSCIENCES INC                 DE       8.01,9.01                              06/13/05

SCHWEITZER MAUDUIT INTERNATIONAL INC    DE       4.01,9.01                              06/08/05

SCOTIA PACIFIC CO LLC                   DE       8.01                                   06/13/05

SELECT COMFORT CORP                              2.02,7.01,9.01                         06/13/05

SELECT COMFORT CORP                              7.01                                   06/13/05

SEQUA CORP /DE/                         DE       1.01,9.01                              06/13/05

SERVICE CORPORATION INTERNATIONAL       TX       7.01,9.01                              06/10/05

SHOPPING COM LTD                        NY       1.01,9.01                              06/07/05

SIMTEK CORP                             CO       5.02,9.01                              06/07/05

SLS INTERNATIONAL INC                   DE       5.02,9.01                              06/07/05

SNOCONE SYSTEMS INC                              2.01,3.02,9.01                         04/01/05    AMEND

SONICBLUE INC                           DE       8.01,9.01                              04/30/05

SONUS NETWORKS INC                      DE       5.02                                   06/13/05

SOUTHERN POWER CO                                1.01,2.01,2.03,9.01                    06/07/05

SOUTHWEST COMMUNITY BANCORP             CA       1.01,2.01,9.01                         06/07/05

SOUTHWEST COMMUNITY BANCORP             CA       8.01,9.01                              06/13/05

SPECTRUM SCIENCES & SOFTWARE HOLDINGS   DE       1.01,5.02,9.01                         06/13/05

ST PAUL TRAVELERS COMPANIES INC         MN       1.01,2.03                              06/10/05

STANDARD MANAGEMENT CORP                IN       1.01,9.01                              06/07/05

STANDARD PARKING CORP                   DE       1.01,9.01                              06/13/05

STEWART & STEVENSON SERVICES INC        TX       1.01,5.02                              06/07/05

STRUCTURED ASSET SECURITIES CORP        DE       8.01                                   06/09/05

STRUCTURED ASSET SECURITIES CORP        DE       8.01                                   06/09/05

STRUCTURED ASSET SECURITIES CORP II              8.01,9.01                              06/13/05

SUN HYDRAULICS CORP                     FL       8.01,9.01                              06/10/05

SUN NETWORK GROUP INC                   FL       1.01,2.01,3.02,5.01,5.02,5.03,8.01,    06/03/05
				   9.010
SUPERCLICK INC                          WA       2.02,9.01                              06/13/05

SYMANTEC CORP                           DE       8.01                                   06/10/05

SYMMETRICOM INC                         DE       1.01,9.01                              06/09/05

T REIT INC                              VA       7.01,9.01                              06/09/05    AMEND

TARGET CORP                             MN       1.01                                   06/09/05

TECH DATA CORP                          FL       1.01                                   06/07/05

TECO ENERGY INC                         FL       1.01,9.01                              06/10/05

Tectonic Network, Inc                   DE       4.01,9.01                              06/05/05    AMEND

TEDA TRAVEL INC                         FL       5.02                                   06/13/05

TENDERCARE INTERNATIONAL INC            CO       8.01                                   06/13/05

TERAX ENERGY, INC.                      NV       7.01                                   06/13/05

TII NETWORK TECHNOLOGIES INC            DE       1.01,9.01                              06/07/05

TNP ENTERPRISES INC                     TX       1.01,1.02,2.04,5.01,5.02,5.03,5.05,    06/06/05
				   8.01,9.01   
TOPPS CO INC                            DE       8.01                                   06/09/05

TOREADOR RESOURCES CORP                 DE       1.01,9.01                              06/07/05

Triad Automobile Receivables Trust 20   CA       8.01,9.01                              06/13/05

Triangle Petroleum CORP                 NV       1.01,3.02,9.01                         06/13/05

TRIPATH TECHNOLOGY INC                           4.02                                   05/05/05    AMEND

TRUSTREET PROPERTIES INC                MD       8.01                                   06/10/05

TRUSTREET PROPERTIES INC                MD       8.01,9.01                              12/31/04    AMEND

TTM TECHNOLOGIES INC                    WA       8.01                                   06/08/05

UCBH HOLDINGS INC                       DE       1.01,1.02,5.02,9.01                    06/07/05

UNIFI INC                               NY       1.01,9.01                              06/10/05

UNITED BANCORP INC /MI/                 MI       8.01,9.01                              06/13/05

UNITEDHEALTH GROUP INC                  MN       7.01                                   06/13/05

UNIVEC INC                              DE       4.01,4.02,5.02,9.01                    06/09/05

USAA ACCEPTANCE LLC                              8.01,9.01                              06/13/05

VAALCO ENERGY INC /DE/                  DE       8.01,9.01                              06/13/05

VENTAS INC                              DE       1.01,2.01,2.03,8.01,9.01               06/07/05

VERITAS SOFTWARE CORP /DE/              DE       8.01                                   06/10/05

VERTEX PHARMACEUTICALS INC / MA         MA       8.01,9.01                              06/13/05

VINEYARD NATIONAL BANCORP               CA       2.02,9.01                              06/13/05

VION PHARMACEUTICALS INC                DE       5.02,8.01,9.01                         06/08/05

VIROPHARMA INC                          DE       3.02                                   06/07/05

VISANT CORP                                      7.01,9.01                              06/13/05

VISANT HOLDING CORP                              7.01,9.01                              06/13/05

VISTULA COMMUNICATIONS SERVICES INC     DE       1.02                                   06/13/05

VULCAN MATERIALS CO                     NJ       2.01,2.05,9.01                         06/13/05

WACHOVIA COMMERCIAL MORTGAGE SECURITI   NC       8.01,9.01                              06/13/05

Warner Music Group Corp.                DE       2.02,9.01                              06/11/05

WASTE TECHNOLOGY CORP                   DE       5.02,9.01                              06/08/05

WESTERN DIGITAL CORP                    DE       7.01                                   06/13/05

WESTPOINT STEVENS INC                   DE       1.01                                   06/10/05

WHITEHALL JEWELLERS INC                 DE       1.01                                   06/10/05

WINDROSE MEDICAL PROPERTIES TRUST       MD       2.01,7.01,9.01                         06/07/05

WORTHINGTON INDUSTRIES INC              OH       7.01,9.01                              06/13/05

XENOPORT INC                            DE       3.02                                   06/06/05

ZKID NETWORK CO                         NV       9.01                                   05/18/05    AMEND