SEC NEWS DIGEST


Issue 2002-186                                           September 25, 2002



COMMISSION ANNOUNCEMENTS


COMMISSION MEETINGS

CLOSED MEETING - TUESDAY, OCTOBER 1, 2002 - 10:00 A.M.
     
     The  subject matter of the closed meeting scheduled for Tuesday, October
     1,  2002,  will  be:  Institution and settlement of injunctive  actions;
     Institution   and  settlement  of  administrative  proceedings   of   an
     enforcement nature; and Formal orders of investigations.
               
CLOSED MEETING - THURSDAY, OCTOBER 3, 2002 - 10:00 A.M.
          
     The subject matter of the closed meeting scheduled for Thursday, October
     3, 2002, will be:  Institution and settlement of injunctive actions; and
     Institution   and  settlement  of  administrative  proceedings   of   an
     enforcement nature.

CHANGE IN THE MEETING: ADDITIONAL MEETING

     An  additional closed meeting was held on Wednesday, September 25, 2002,
     at  10:15  a.m.   The  subject matter of the meeting was:   Adjudicatory
     matter.

     At  times, changes in Commission priorities require alterations  in  the
     scheduling  of meeting items.  For further information and to  ascertain
     what,  if  any,  matters have been added, deleted or  postponed,  please
     contact:  The Office of the Secretary at (202) 942-7070.
     

ENFORCEMENT PROCEEDINGS


IN  THE MATTER OF KFIR BARZILAY, YAN DIKSHTEYN, BORIS FIDLER, LAWRENCE PROSS,
AND EUGENE BEIGELMAN

     On  September  24, an administrative law judge issued  an  Order  Making
     Findings  and  Imposing  Sanctions by Default  in  the  matter  of  Kfir
     Barzilay,  Yan  Dikshteyn,  Boris Fidler,  Lawrence  Pross,  and  Eugene
     Beigelman.  The Order Instituting Proceedings (OIP) alleged pursuant  to
     Section 15(b) of the Securities Exchange Act of 1934 (Exchange Act) that
     Respondents Kfir Barzilay, Yan Dikshteyn, Boris Fidler, Lawrence  Pross,
     and   Eugene  Beigelman  engaged  in  securities  violations  under  the
     Securities  Act  of  1933,  the  Exchange  Act,  and  rules  promulgated
     thereunder  by churning their customers' accounts, unauthorized  trading
     in  customer accounts, and making unsuitable trades on behalf  of  their
     customers.   The  administrative  law judge  found  the  Respondents  in
     default  after they failed to answer the OIP, or to respond to an  Order
     to Show Cause.  Accordingly, all allegations in the OIP were found to be
     true, and each Respondent was barred from association with any broker or
     dealer.  (Rel. 34-46536; File No. 3-10784)

COMPOSITE HOLDINGS, INC. AND MERLE FERGUSON HELD IN CIVIL CONTEMPT

     On  September  13, the Honorable Philip M. Pro, United  States  District
     Judge, entered an order holding Defendants Composite Holdings, Inc., aka
     Composite Industries, Inc. fka World Homes, Inc., and Merle Ferguson  in
     civil  contempt for violations of the January 14, 2002, Judgment  which,
     among  other provisions, enjoined Composite and Ferguson from violations
     of the antifraud provisions of the federal securities laws.
     
     The  Court  further ordered that Composite and Ferguson will  remain  in
     contempt  until  such time as Composite and Ferguson  have  conclusively
     demonstrated  that  they  are not engaging in conduct  enjoined  by  the
     January 14, 2002, Judgment.  The Court also ordered that until Composite
     and   Ferguson   purge  themselves  of  the  contempt  by   conclusively
     demonstrating that they are not engaging in conduct which  violates  the
     January  14,  2002,  Judgment, each defendant  will  pay  a  penalty  of
     $120,000  plus $5,000 per day until they have corrected their false  and
     misleading  public  statements. [SEC v. Composite  Holdings,  Inc.,  aka
     Composite  Industries, Inc.  fka World Homes,  Inc., and Merle Ferguson,
     Case No. CV-S-01-0658-PMP-LRL (USDC D.Nev.)] (LR-17741)
     
FEDERAL COURT REVOKES THOMAS HUGHES' BOND PENDING TRIAL

     The  Commission announced today that on September 19 the Honorable  Nora
     M.  Manella, U.S. District Judge for the Central District of California,
     revoked  defendant  Thomas S. Hughes' release on bond  and  ordered  him
     detained  pending trial.  Hughes, 52, of Rancho Palos Verdes, California
     was  indicted  on August 27, 2002, on seven criminal charges,  including
     three  counts of fraud under the Securities Exchange Act of 1934,  three
     counts of wire fraud and one count of contempt.  A grand jury returned a
     superceding indictment on September 17, 2002, adding another wire  fraud
     charge  to  the  original seven charges.  All of the charges  relate  to
     Hughes'  activities while the CEO and Chairman of the Board of eConnect,
     a San Pedro, California company (Pink Sheets:  ECNT).  U.S. v. Thomas S.
     Hughes, CR-02-937 NM (C.D. Cal.)
     
     In its court papers, the United States Attorney's Office for the Central
     District  of  California  alleged that, after being  released  on  bond,
     Hughes  violated the terms of his release by ordering eConnect's  public
     affairs  officer  to  issue  false and  misleading  information  to  the
     investing public.  The United States Attorney's Office also alleged that
     Hughes violated a condition of his bond by using e-mail to send a  press
     release to a wire service on or about September 5, 2002.
     
     The indictment alleges that Hughes has engaged in a fraudulent scheme by
     issuing  false  and  misleading public statements -  specifically  press
     releases  and website content - that artificially inflated the price  of
     eConnect,  whose  stock was then publicly quoted on the Over-The-Counter
     Bulletin  Board.   The  indictment also  charges  Hughes  with  criminal
     contempt  of  a  permanent  injunction  against  him  obtained  by   the
     Commission  in  April 2000 in the case (SEC v. eConnect  and  Thomas  S.
     Hughes, Civil Action Number CV-00-2959 MMM, RCx, C.D. Cal.; LR-16481).
     
     The  Commission filed a related proceeding against eConnect, Hughes  and
     others  on  August 8, 2002 and obtained emergency relief against  Hughes
     and others, including an asset freeze, in Los Angeles federal court.  On
     August  16, 2002, Judge Manella granted the Commission's request  for  a
     preliminary injunction and continued the asset freeze.  The Commission's
     complaint charges Hughes with violations of Sections 10(b) and 16(a)  of
     the  Exchange Act and Rules 10b-5 and 16a-3 thereunder (SEC v. eConnect,
     et al., Civil Action Number CV-02-6156 NM, Mcx, C.D. Cal.; LR-17670).
          
     This  case  is  the  product of an investigation by the  Securities  and
     Exchange Commission, the United States Attorney's Office in Los Angeles,
     and  the Federal Bureau of Investigation, which received assistance from
     NASD  Regulation,  Inc.  [U.S. v. Thomas S. Hughes,  CR-02-937  NM  C.D.
     Cal.] (LR-17742)
     
ORANGE  COUNTY  MAN  SENTENCED FOR PARTICIPATION  IN  FRAUDULENT  PRIME  BANK
INVESTMENT

     On  September 23, United States District Judge Audrey Collins  sentenced
     Scott  K. Yoshizumi, age 41, of Fullerton, California, to 120 months  in
     federal  prison,  based  on  his guilty  plea  to  criminal  charges  of
     securities  fraud, mail fraud, wire fraud and money laundering,  arising
     from his participation in a fraudulent prime bank investment scheme.
     
     The  United  States  Attorney  for the Central  District  of  California
     prosecuted  Yoshizumi  for operating a fraudulent  "Ponzi"  scheme  that
     offered  fictitious  investments to individuals  throughout  the  United
     States.   As  part  of  his  guilty plea,  Yoshizumi  admitted  that  he
     defrauded  over 100 investors of more than $17 million and that  he  had
     spent this money on personal expenses, including houses and luxury cars.
     
     In  November  2000,  the  Securities and Exchange  Commission  filed  an
     emergency  civil action against Yoshizumi and others alleging  fraud  in
     the  offer  and  sale  of  this investment.  In October  2001,  a  Final
     Judgment  was  entered  against Yoshizumi  by  default,  concluding  the
     Commission's  litigation  in  this  action.  [SEC  v.  Concord   Capital
     Enterprise,  dba  Concord Capital Inc. and Concord Capital  Enterprises,
     Scott Yoshizumi, Ann Ta, and Dionisia Pappas, Civil Action No. SA CV 00-
     1131 AHS (EEx) (C.D. Cal.)]; [U.S. v. Scott K. Yoshizumi, Case No. CR 01-
     344 ABC (C.D. Cal.)] (LR-17743)

SEC  FILES  FINANCIAL FRAUD CASE CHARGING THREE FORMER HOMESTORE  EXECUTIVES;
DEFENDANTS AGREE TO REPAY $4.6 MILLION IN ILLEGAL TRADING PROFITS

     The   Commission  today  filed  charges  against  three  former   senior
     executives  of  Homestore Inc. (formerly Homestore.com Inc.),  based  in
     Westlake  Village,  Calif.,  for perpetrating  an  extensive  scheme  to
     fraudulently inflate Homestore's on-line advertising revenues  in  2001.
     The  complaint,  filed  today in U.S. District  Court  in  Los  Angeles,
     charges  that  John  Giesecke Jr., Homestore's  former  chief  operating
     officer;  Joseph J. Shew, its former chief financial officer;  and  John
     DeSimone, its former vice president of transactions, caused Homestore to
     overstate  its advertising revenues by $46 million (64%) for  the  first
     three  quarters  of 2001.  This action was brought in coordination  with
     the U.S. Attorney's Office for the Central District of California, which
     simultaneously  announced  related criminal charges  against  the  three
     defendants.  Giesecke, Shew, and DeSimone have each agreed to settle the
     Commission's  lawsuit, to plead guilty to the criminal charges,  and  to
     cooperate with the government in its continuing investigation.   At  the
     time  of  the violations, Homestore was one of the top Internet  portals
     for real estate and related services.
     
     The  Commission's  complaint charges Giesecke, Shew, and  DeSimone  with
     arranging  fraudulent "round-trip" transactions for the sole purpose  of
     artificially  inflating Homestore's revenues in  order  to  exceed  Wall
     Street  analysts' expectations.  The defendants circumvented  applicable
     accounting principles and lied to Homestore's independent auditors about
     these  transactions.   While  the  fraud  was  ongoing,  the  defendants
     exercised stock options at prices ranging between approximately $21  and
     $32  per  share, reaping profits ranging from approximately $169,000  to
     approximately $3.2 million.
          
     The Commission's complaint alleges as follows:
     
     Bogus  Barter Transactions.  Throughout 2000 and 2001, Homestore's  sale
     of  on-line  advertisements  was one of  its  primary  revenue  sources.
     Homestore  engaged in a series of complex round-trip barter transactions
     to  inflate  revenues and meet Wall Street estimates.   The  essence  of
     these  transactions  was  a circular flow of money  by  which  Homestore
     recognized  its  own  cash  as  revenue.  Specifically,  Homestore  paid
     inflated sums to various vendors for services or products; in turn,  the
     vendors  used  these funds to buy advertising from two media  companies.
     The  media  companies then bought advertising from Homestore  either  on
     their own behalf or as agents for other advertisers.  Homestore recorded
     the  funds  it  received  from the media companies  as  revenue  in  its
     financial statements, in violation of applicable accounting principles.
     
     As  a result of a significant revenue shortfall in the first quarter  of
     2001,  the  company devised a plan to use a major media  company  as  an
     intermediary  in  some  round-trip  transactions.   The  overall  scheme
     required  Homestore  to "refer" vendors to the media  company,  and  the
     vendors  to  purchase  on-line advertisements  from  that  company.   In
     return,  the  major  media  company purchased on-line  advertising  from
     Homestore for which the media company acted as a media buyer.
     
     Using this structure, Homestore paid a total of $49.8 million to various
     vendors  in  the  first two quarters of 2001.  These vendors  then  paid
     $45.1   million   to   a  major  media  company  to   purchase   on-line
     advertisements.  Homestore, in turn, recorded $36.7 million  in  revenue
     from  the  major  media company's related purchase of Homestore  on-line
     advertisements.  In short, Homestore recycled its own money to  generate
     revenues.   Homestore  used this same general plan  with  another  media
     company  in  the  second  and third quarters  of  2001  to  fraudulently
     recognize an additional $9.7 million in revenue.
     
     Charges  Against  the Defendants.  In connection with  these  round-trip
     transactions,  the  Commission's complaint charges Giesecke,  Shew,  and
     DeSimone  with  securities  fraud, lying  to  the  auditors,  falsifying
     Homestore's  books  and  records, and aiding  and  abetting  Homestore's
     reporting  and  record-keeping violations.  The complaint  alleges  that
     Giesecke, Shew and DeSimone knew that the round-trip transactions had no
     economic   substance   and  that  Homestore  paid   cash   to   numerous
     intermediaries  for  the  primary purpose  of  selling  advertising  and
     recognizing  revenue from these or related transactions.   Nevertheless,
     Giesecke,  Shew  and  DeSimone  carried  out  the  fraudulent  plan  and
     recorded, or caused the company to record, revenue on these bogus deals.
     All  three  defendants lied to the company's independent auditors  about
     the  round-trip  transactions and withheld  business  records  from  the
     auditors  during their 2001 quarterly reviews.  Shew and  Giesecke  also
     misrepresented Homestore's revenues to securities analysts covering  the
     company,  while  Giesecke  approved press releases  containing  inflated
     revenue numbers.
     
     The individuals charged and the terms of their settlements are:
     
     John  Giesecke Jr., 42, of Malibu, Calif., who was Homestore's COO  from
     January  through  December 2001 and before that its  CFO.   Giesecke,  a
     California  CPA,  settled the Commission's action without  admitting  or
     denying  the allegations in the complaint. Giesecke agreed to the  entry
     of  an  order  that: (1) permanently enjoins him from committing  future
     violations  of Section 17(a) of the Securities Act of 1933  ("Securities
     Act")  and  Sections  10(b), 13(a), 13(b)(2)(A),  and  13(b)(5)  of  the
     Exchange  Act of 1934 ("Exchange Act") and Rules 10b-5, 12b-20,  13a-13,
     13b2-1,  and 13b2-2 thereunder; (2) requires him to disgorge $3,445,021,
     including  interest, from the exercise of his Homestore  stock  options;
     (3)  requires him to pay a $360,000 civil penalty; and (4)   permanently
     bars  him  from  serving as an officer or director of a public  company.
     Additionally,   Giesecke  has  agreed  to  the   entry   of   a   public
     administrative  proceeding pursuant to Rule 102(e) of  the  Commission's
     Rules  of  Practice, suspending him from practicing or appearing  before
     the Commission as an accountant.

     Joseph  J. Shew, 37, of West Chester, Pa., who was Homestore's CFO  from
     about February through December 2001.  Shew, a Pennsylvania CPA, settled
     the Commission's action without admitting or denying the allegations  in
     the  complaint.   Shew  agreed  to the  entry  of  an  order  that:  (1)
     permanently  enjoins  him from committing future violations  of  Section
     17(a) of the Securities Act and Sections 10(b), 13(a), 13(b)(2)(A),  and
     13(b)(5)  of  the Exchange Act and Rules 10b-5, 12b-20, 13a-13,  13b2-1,
     and   13b2-2  thereunder;  (2)  requires  him  to  disgorge  $1,053,751,
     including  interest, from the exercise of his Homestore  stock  options;
     and (3) permanently bars him from serving as an officer or director of a
     public  company.  Additionally, Shew has agreed to the entry of a public
     administrative  proceeding pursuant to Rule 102(e) of  the  Commission's
     Rules  of  Practice, suspending him from practicing or appearing  before
     the Commission as an accountant.

     John  DeSimone,  33, of Hermosa Beach, Calif., who was Homestore's  Vice
     President  of  Transactions from approximately January through  December
     2001.   DeSimone  settled the Commission's action without  admitting  or
     denying the allegations in the complaint.  DeSimone agreed to the  entry
     of  an  order  that: (1) permanently enjoins him from committing  future
     violations  of  Section 17(a) of the Securities Act and Sections  10(b),
     13(a),  13(b)(2)(A), and 13(b)(5) of the Exchange Act and  Rules  10b-5,
     12b-20,  13a-13,  13b2-1, and 13b2-2 thereunder;  (2)  requires  him  to
     disgorge  $177,796,  including  interest,  from  the  exercise  of   his
     Homestore stock options; and (3) bars him from serving as an officer  or
     director of a public company for a period of ten years.
  
     The returned ill-gotten gains of approximately $4.6 million will be paid
     to  the  benefit of Homestore shareholders.  In addition, the Commission
     is seeking the permission of the court to have Giesecke's civil monetary
     penalty  of $360,000 paid to the benefit of shareholders under the  Fair
     Funds provision of the recently enacted Sarbanes-Oxley Act of 2002.
  
     In  related proceedings filed today by the U.S. Attorney's Office in Los
     Angeles,  Giesecke has agreed to plead guilty to one count of conspiracy
     and  one  count  of wire fraud, Shew has agreed to plead guilty  to  one
     count  of  conspiracy, and DeSimone has agreed to plead  guilty  to  one
     count  of  securities fraud.  Giesecke and DeSimone each face a  maximum
     possible penalty of 10 years in prison, while Shew faces up to  5  years
     in  prison.  Their pleas are based on fraudulent conduct similar to that
     described  in  the  Commission's  complaint.   As  part  of  their  plea
     agreements,  all  three  defendants have agreed to  cooperate  with  the
     Commission and the criminal authorities.
     
     The  Commission  also  announced today  that  it  would  not  bring  any
     enforcement action against Homestore because of its swift, extensive and
     extraordinary  cooperation  in  the  Commission's  investigation.   This
     cooperation  included reporting its discovery of possible misconduct  to
     the  Commission immediately upon the audit committee's learning  of  it,
     conducting  a  thorough and independent internal investigation,  sharing
     the  results  of  that investigation with the government (including  not
     asserting  any  applicable privileges and protections  with  respect  to
     written  materials  furnished  to  the  Commission  staff),  terminating
     responsible  wrongdoers, and implementing remedial actions  designed  to
     prevent  the  recurrence of fraudulent conduct.   These  actions,  among
     others,   significantly   facilitated   the   Commission's   expeditious
     investigation of this matter.
     
     This  case  is  the product of an investigation by the  Commission,  the
     Federal Bureau of Investigation, and the U.S. Attorney's Office for  the
     Central  District of California.  [SEC v. John Giesecke, Jr., Joseph  J.
     Shew  and  John  Desimone, USDC for the Central District of  California,
     Civil Action No. CV 02-7471S  VW (RZX)] (LR-17745; Press Rel. 2002-141)
     

INVESTMENT COMPANY ACT RELEASES
     

FIDELITY CONCORD STREET TRUST, ET AL.

     A  notice  has been issued giving interested persons until  October  15,
     2002,  to request a hearing on an application filed by Fidelity  Concord
     Street  Trust, Fidelity Commonwealth Trust, Variable Insurance  Products
     Fund  II (the Funds) and Fidelity Management & Research Company  for  an
     order  under  Sections  6(c), 12(d)(1)(J) and 17(b)  of  the  Investment
     Company Act and under Section 17(d) of the Act and Rule 17d-1 under  the
     Act  to  permit certain joint transactions.  The order would permit  (a)
     applicants   to  hire  subadvisers  and  materially  amend   subadvisory
     agreements  without shareholder approval; (b) the Funds to  invest  cash
     collateral  received in connection with a securities lending program  in
     shares of affiliated registered and private funds; and (c) an affiliated
     entity acting as securities lending agent for the Funds to receive  fees
     based  on  a  share of the revenue generated from the Funds'  securities
     lending activities.  (Rel. IC-25740 - September 23)
     

SELF-REGULATORY ORGANIZATIONS
     

PROPOSED RULE CHANGE

     The  New York Stock Exchange filed a proposed rule change (SR-NYSE-2002-
     37) to amend the exchange's automatic execution facility (NYSE Direct+).
     Publication  of the proposal is expected in the Federal Register  during
     the week of September 23.  (Rel. 34-46527)

DELISTINGS GRANTED

     An  order has been issued granting the application of the New York Stock
     Exchange to strike from listing and registration the Common Stock, $1.00
     par  value,  of  US  Airways Group, Inc., effective at  the  opening  of
     business on September 25, 2002. (Rel.  34-46541)
     
     An  order has been issued granting the application of the New York Stock
     Exchange to strike from listing and registration the Common Stock,  $.01
     par  value,  of  SLI,  Inc., effective, at the opening  of  business  on
     September 25, 2002.  (Rel.  34-46542)
     
     An  order has been issued granting the application of the New York Stock
     Exchange  to  strike  from listing and registration  the  Common  Stock,
     without  par value, the 8 1/8% Senior Notes (due February 15, 2003)  and
     the  10    % Senior Notes (due December 15, 2004) of Conseco, Inc.,  as
     well  as the following other securities of Conseco, Inc. and its related
     entities:  the  9.16% Trust Originated Preferred Securities  (TOPrS)  of
     Conseco   Financing  Trust  I;  the  8.70%  Trust  Originated  Preferred
     Securities (TOPrS) of Conseco Financing Trust V; the 9% Trust Originated
     Preferred  Securities (TOPrS) of Conseco Financing  Trust  VI,  and  the
     9.44% Trust Originated Preferred Securities (TOPrS) of Conseco Financing
     Trust  VII, effective at the opening of business on September 25,  2002.
     (Rel.  34-46543)

     An  order has been issued granting the application of the American Stock
     Exchange  to  strike from listing and registration call and  put  option
     contracts  issued by The Options Clearing Corporation  with  respect  to
     certain  underlying securities, effective at the opening of business  on
     September 25, 2002.  (Rel.  34-46544)
     

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     UNITEDHEALTH GROUP INC, UNITEDHEALTH GROUP CENTER, 9900 BREN ROAD EAST,
        MINNEAPOLIS, MN, 55343, 9529361300 - 0 ($40,994,937.06) Equity,
        (File 333-100027 - Sep. 24) (BR. 01)

S-8     ACAMBIS PLC, POWERHOUSE TECHNOLOGY PK 100 FULBOURN RD,
        CAMBRIDGE CB1 9PT, ENGLAND, X0, 00000, 0114412232 -
        0 ($17,019,626.00) Equity, (File 333-100028 - Sep. 24) (BR. 01)

S-3     ALLSTATE LIFE INSURANCE CO OF NEW YORK, ONE ALLSTATE DR, PO BOX 9095,
        FARMINGVILLE, NY, 11738, 5164515300 - 0 ($50,000,000.00) Other,
        (File 333-100029 - Sep. 24) (BR. 20)

S-8     PHARMACEUTICAL RESOURCES INC, ONE RAM RIDGE RD, SPRING VALLEY, NY,
        10977, 9144257100 - 1,500,000 ($41,552,183.75) Other,
        (File 333-100031 - Sep. 24) (BR. 01)

SB-2    CRESCENT MOON INC, 2557 CANNAN RD., BLOOMFIELD, NY, 14469,
        716 657-1010 - 250,000 ($62,500.00) Equity, (File 333-100032 - Sep. 24)
        (BR. 09)

S-4     BANKNORTH GROUP INC/ME, ONE PORTLAND SQ, P O BOX 9540, PORTLAND, ME,
        04112, 2077618500 - 0 ($67,855,890.00) Equity, (File 333-100033 -
        Sep. 24) (BR. 07)

S-8     ORTHOVITA INC, 45 GREAT VALLEY PKWY, VALVERN, PA, 19355, 2156401775 -
        0 ($6,500,000.00) Equity, (File 333-100034 - Sep. 24) (BR. 36)

S-8     FINDEX COM INC, 11640 ARBOR ST, STE 201, OMAHA, NE, 68144, 4023331900 -
        5,827,280 ($276,795.80) Equity, 125,000 ($18,500.00) Other,
        (File 333-100035 - Sep. 24) (BR. 03)

SB-2    STRONGHOLD TECHNOLOGIES INC, 777 TERRACE AVE, HASBROUCK HEIGHTS, NJ,
        07604, 2017271464 - 12,016,500 ($21,789,920.00) Equity,
        (File 333-100036 - Sep. 24) (BR. 03)

S-8     THERMA WAVE INC, 1250 RELIANCE WAY, FREMONT, CA, 94539, 5104903663 -
        292,107 ($350,528.40) Equity, (File 333-100037 - Sep. 24) (BR. 36)

S-8     LSI INDUSTRIES INC, 10000 ALLIANCE RD, P O BOX 42728, CINCINNATI, OH,
        45242, 5135796411 - 22,500 ($230,175.00) Equity, (File 333-100038 -
        Sep. 24) (BR. 36)

S-8     LSI INDUSTRIES INC, 10000 ALLIANCE RD, P O BOX 42728, CINCINNATI, OH,
        45242, 5135796411 - 750,000 ($7,672,500.00) Equity, (File 333-100039 -
        Sep. 24) (BR. 36)

F-10    CP SHIPS LTD, 62-65 TRAFALGAR SQUARE, LONDON ENGLAND, X0, WC2N 5DY,
        8132764600 - 200,000,000 ($200,000,000.00) Non-Convertible Debt,
        (File 333-100043 - Sep. 24) (BR. 05)

S-11    APPLE HOSPITALITY FIVE INC, 0 ($200,000,000.00) Equity,
        (File 333-100044 - Sep. 24) (BR. )

SB-2    PACIFIC CMA INC, 4750 TABLE MESA DR, BOULDER, CO, 80301, 3034943000 -
        0 ($3,000,000.00) Equity, (File 333-100045 - Sep. 24) (BR. 05)

SB-2    LINK2 TECHNOLOGIES INC, 3235 W 4TH AVENUE, SUITE 101, VANCOUVER BC, A1,
        V6K1R8, 6047364989 - 9,077,500 ($907,750.00) Equity, (File 333-100046 -
        Sep. 24) (BR. )

S-4     KRONOS INTERNATIONAL INC, 16825 NORTHCHASE DRIVE SUITE 1200, HOUSTON,
        TX, 770602544, 2814233300 - 0 ($279,556,500.00) Non-Convertible Debt,
        (File 333-100047 - Sep. 24) (BR. )

SB-2    COVE APPAREL INC, 2408 CAMINO ANCLA, SAN CLEMENTE, CA, 92673,
        9492482801 - 2,600,000 ($260,000.00) Equity, (File 333-100048 -
        Sep. 24) (BR. )

S-3     ELOYALTY CORP, 150 FIELD DRIVE SUITE 250, LAKE FOREST, IL, 60045,
        3122284500 - 0 ($14,115,691.00) Equity, (File 333-100051 - Sep. 24)
        (BR. 05)

S-3     DIGITAL FUSION INC/NJ/, 400 N ASHLEY DRIVE, SUITE 2600, TAMPA, FL,
        33602, 8132210024 - 1,026,153 ($963,213.00) Other, (File 333-100052 -
        Sep. 24) (BR. 03)

S-8     ESPERION THERAPEUTICS INC/MI, 3621 S STATE STREET 695KMS PLACE,
        734-332-0506, ANN ARBOR, MI, 48108, 0 ($7,871,750.00) Equity,
        (File 333-100053 - Sep. 24) (BR. 01)

S-3     TRIANGLE PHARMACEUTICALS INC, 4611 UNIVERSITY DRIVE, DURHAM, NC, 27707,
        9194935980 - 0 ($80,000,000.00) Equity, (File 333-100054 - Sep. 24)
        (BR. 01)

S-8     HUGHES SUPPLY INC, 20 N ORANGE AVE, STE 200, P O BOX 2273, ORLANDO, FL,
        32802-2273, 4078414755 - 0 ($14,225,000.00) Equity, (File 333-100055 -
        Sep. 24) (BR. 36)

S-3     FULLER H B CO, 1200 WILLOW LAKE BLVD, ST PAUL, MN, 55110-5132,
        6126453401 - 0 ($500,000,000.00) Unallocated (Universal) Shelf,
        (File 333-100056 - Sep. 24) (BR. 02)

S-8     UNITED TRADING COM, 19762 MACARTHUR BLVD, STE 300, IRVINE, CA, 92612,
        9495539660 - 5,000,000 ($450,000.00) Equity, (File 333-100059 -
        Sep. 24) (BR. 04)

S-3     INTERLAND INC /MN/, 303 PEACHTREE CENTER AVENUE, SUITE 500, ATLANTA,
        GA, 30303, 404-720-8301 - 9,701,823 ($26,291,940.33) Equity,
        (File 333-100060 - Sep. 24) (BR. 03)

S-3     FAIR ISAAC & COMPANY INC, 200 SMITH RANCH ROAD, SAN RAFAEL, CA, 94903,
        4154722211 - 2,703,190 ($92,800,513.00) Debt Convertible into Equity,
        (File 333-100061 - Sep. 24) (BR. 08)

S-8     FAMILY ROOM ENTERTAINMENT CORP, 1041 NORTH FORMOSA AVENUE,
        MARY PICKFORD BUILDING SUITE 101, LOS ANGELES, CA, 90046, 3238502800 -
        4,451,000 ($1,112,750.00) Equity, (File 333-100062 - Sep. 24) (BR. 04)

S-3     VIRAGE LOGIC CORP, 46501 LANDING PARKWAY, FREEMONT, CA, 94538,
        5103608000 - 210,000 ($2,011,800.00) Equity, (File 333-100063 -
        Sep. 24) (BR. 01)

S-8     AMERICAN FIRE RETARDANT CORP, 9337 BOND AVENUE, 806-479-0449, EL CAJON,
        CA, 92012, 619-390-68 - 25,000,000 ($875,000.00) Equity,
        (File 333-100064 - Sep. 24) (BR. 02)


RECENT 8K FILINGS


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


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

     The following companies have filed 8-K reports for the date indicated and/or
amendments to 8-K reports previously filed, responding to the item(s) of the form
specified.   8-K  reports  may  be  obtained in  person  or  by  writing  to  the
Commission's Public Reference Branch at 450 Fifth Street, N.W., Washington,  D.C.
20549  or  at the following e-mail box address:  <publicinfo@sec.gov>.   In  most
cases,   this  information  is  also  available  on  the  Commission's   website:
<www.sec.gov>.



                                       STATE     8K ITEM NO.
NAME OF ISSUER                         CODE   1 2 3 4 5 6 7 8 9     DATE   COMMENT
-----------------------------------------------------------------------------------
A CONSULTING TEAM INC                   NY                X       07/19/02  AMEND

ACTIVEWORLDS COM INC                            X         X       09/09/02

ADEPT TECHNOLOGY INC                    DE                X   X   09/24/02

AMERICAN RIVER HOLDINGS                 CA                X       09/19/02

AMERICAN RIVER HOLDINGS                 CA                X       09/19/02

AMERICREDIT FINANCIAL SERVICES INC      DE      X     X   X       09/05/02

ANC RENTAL CORP                         DE                X   X   09/24/02

ARDENT COMMUNICATIONS INC               DE            X   X       02/28/02

ARV ASSISTED LIVING INC                 DE            X   X       09/24/02

AT COMM CORP                            DE            X   X       09/20/02

AUGRID OF NEVADA INC                    NV            X           09/24/02

BANK OF AMERICA MORT SEC INC MORT PAS   DE            X   X       09/22/02

BB&T CORP                               NC            X   X       09/24/02

BEAR STEARNS COMMERCIAL MORTGAGE SEC    NY            X   X       09/16/02

BEAR STEARNS COMMERCIAL MORTGAGE SECU   DE            X   X       09/20/02

BECTON DICKINSON & CO                   NJ            X   X       09/24/02

BEDFORD PROPERTY INVESTORS INC/MD       MD      X                 09/10/02

BELDEN & BLAKE CORP /OH/                OH                    X   09/18/02

BIOPROGRESS TECHNOLOGY INTERNATIONAL    NV          X     X       07/18/02

BONGIOVI ENTERTAINMENT INC              NV    X X         X       09/10/02

BOSTONFED BANCORP INC                   DE            X   X       09/20/02

BOYD BROS TRANSPORTATION INC            DE            X   X       09/23/02

BRIGHTPOINT  INC                        DE            X   X       09/23/02

BRINKER INTERNATIONAL INC               DE            X           09/24/02

BROWN TOM INC /DE                       DE            X           09/23/02

C BASS MORTGAGE LOAN ASSET BACKED CER   DE            X   X       08/25/02

CABOT MICROELECTRONICS CORP             DE            X   X       09/24/02

CENDANT MORTGAGE CAPITAL CDMC MORT PA   DE                X       07/25/02

CENDANT MORTGAGE CAPITAL CDMC MORT PA   DE                X       08/26/02

CENTERPOINT ENERGY INC                                X           09/20/02

CHARTER MUNICIPAL MORTGAGE ACCEPTANCE   DE            X           09/13/02

CHICAGO MERCANTILE EXCHANGE HOLDINGS    DE                    X   09/23/02

CHIRON CORP                             DE            X   X       09/24/02

CIT EQUIPMENT COLLATERAL 2002-VT1       DE            X           09/18/02

CITIBANK SOUTH DAKOTA N A               DE            X           07/31/02

CLEVELAND ELECTRIC ILLUMINATING CO      OH                    X   09/24/02

CLUBCORP INC                            DE            X   X       09/24/02

CNL RETIREMENT PROPERTIES INC           MD      X         X       05/16/02  AMEND

COMMERCIAL MORTGAGE PASS THRU CERTIFI   DE            X   X       07/15/02

CREDIT SUISSE FIRST BOSTON MORTGAGE S   DE            X           09/24/02

CWABS INC                               DE            X   X       08/14/02

CWABS INC                               DE            X   X       09/24/02

D & K HEALTHCARE RESOURCES INC          DE                X   X   09/24/02

DATALOGIC INTERNATIONAL INC             DE            X           09/16/02

EDISON INTERNATIONAL                    CA            X   X       09/23/02

EL PASO CORP/DE                         DE            X   X       09/24/02

ELECTRONIC DATA SYSTEMS CORP /DE/       DE                    X   09/24/02

EMAGIN CORP                             NV          X     X       09/29/02  AMEND

ENDOVASC LTD INC                        NV            X           09/23/02

ENVIRONMENTAL REMEDIATION HOLDING COR   CO                X   X   09/23/02

ENVIRONMENTAL SAFEGUARDS INC/TX         NV            X   X       09/13/02

EPHONE TELECOM INC                      FL            X   X       08/29/02

EURONET WORLDWIDE INC                   DE            X   X       09/17/02

EVOLVING SYSTEMS INC                    DE            X           09/19/02

EWORLD TRAVEL CORP                      NV            X           09/24/02

FASHIONMALL COM INC                     DE            X           09/16/02

FEDERAL MOGUL CORP                      MI            X           09/24/02

FERRELLGAS PARTNERS L P                 DE            X   X       09/24/02

FINISH LINE INC /DE/                    DE            X   X       09/23/02

FIRST BANKS AMERICA INC                 DE            X           09/23/02

FIRST CHESTER COUNTY CORP               PA            X           09/24/02

FIRST HORIZON ASSET SECURITIES INC      DE            X   X       09/23/02

FIRST HORIZON ASSET SECURITIES INC      DE            X   X       09/23/02

FIRST UNION COM MOR SEC INC COM MOR P   NY            X   X       09/17/02

FIRST UNION COMM MORT TRUST COMM MOR    NY            X   X       09/17/02

FIRST UNION COMM MORT TRUST COMM MOR    NY            X   X       09/16/02

FIRST UNION COMM MORT TRUST COMM MOR    NY            X   X       09/17/02

FIRST UNION COMM MORT TRUST COMM MOR    NY            X   X       09/16/02

FIRST UNION COMM MORT TRUST COMM MOR    NY            X   X       09/17/02

FIRST UNION COMM MORT TRUST COMM MOR    NY            X   X       09/17/02

FIRST UNION COMM MORT TRUST COMM MOR    NY            X   X       09/17/02

FIRST UNION COMM MORT TRUST COMM MOR    NY            X   X       09/16/02

FIRST UNION COMM MORT TRUST COMM MOR    NY            X   X       09/17/02

FIRST UNION COMM MORT TRUST COMM MOR    NY            X   X       09/17/02

FIRST UNION COMMERCIAL MORTGAGE PASS    NC            X   X       09/13/02

FIRST UNION LEH BRO BANK OF AMER COM    NY            X   X       09/18/02

FLEETWOOD ENTERPRISES INC/DE/           DE            X           09/23/02

FORTUNE BRANDS INC                      DE            X   X       09/24/02

FULLER H B CO                           MN            X   X       09/09/02

GE CAPITAL COMMERCIAL MORT CORP COM M   DE                X       02/01/02

GE CAPITAL COMMERCIAL MORT CORP COM M   DE                X       03/01/02

GE CAPITAL COMMERCIAL MORT CORP COM M   DE                X       04/01/02

GE CAPITAL COMMERCIAL MORT CORP COM M   DE                X       05/01/02

GE CAPITAL COMMERCIAL MORT CORP COM M   DE                X       06/01/02

GE CAPITAL COMMERCIAL MORT CORP COM M   DE                X       07/01/02

GE CAPITAL COMMERCIAL MORT CORP COM M   DE                X       08/01/02

GE CAPITAL COMMERCIAL MORT CORP COM M   DE                X       12/01/01  AMEND

GE CAPITAL COMMERCIAL MORT CORP COM M   DE                X       01/01/02  AMEND

GLYCOGENESYS  INC                       NV            X   X       09/18/02

GOLDMAN SACHS GROUP INC/                DE            X           09/24/02

GREAT ATLANTIC & PACIFIC TEA CO INC     MD                X       09/11/02

GREAT ATLANTIC & PACIFIC TEA CO INC     MD                X       09/11/02  AMEND

HAVANA GROUP INC                        DE    X X     X   X       09/23/02

HEAVENEXPRESS COM INC                   FL          X             09/24/02

IMAGEX COM INC                          WA            X   X       09/24/02

INTER CONTINENTAL SERVICES CORP         MO    X X   X X   X       09/23/02

INTERLAND INC /MN/                      MN            X   X       09/23/02

INTERLAND INC /MN/                      MN                X       08/06/01  AMEND

INTERNATIONAL BANCSHARES CORP           TX            X   X       09/24/02

INTERNATIONAL MULTIFOODS CORP           DE                X   X   09/24/02

INTUIT INC                              DE            X           09/13/02

ITIS INC                                DE          X     X       09/16/02  AMEND

JP MORGAN CHASE COMM MOR SEC CORP MOR   DE                X       09/01/02

KERR MCGEE CORP /DE                     DE                    X   09/24/02

KIDSTOYSPLUS COM INC                    NV      X         X       09/18/02

KNOWLEDGE NETWORKS INC                  NV            X           09/24/02

LEHMAN BROTHERS HOLDINGS INC            DE            X   X       09/24/02

LIONSHARE GROUP INC                                 X     X       05/28/02

LORAL ORION INC                         DE            X           09/20/02

LORAL SPACE & COMMUNICATIONS LTD        D0            X           09/20/02

MBNA CORP                               MD            X           09/24/02

MEGAPRO TOOLS INC                                           X     09/23/02

METROPOLITAN FINANCIAL CORP /OH/        OH            X   X       09/20/02

MICHAEL FOODS INC /MN                   MN                    X   09/24/02

MILLENNIUM CHEMICALS INC                DE                    X   09/24/02

MILLS CORP                              DE                X       05/31/02  AMEND

MORGAN STANLEY DEAN WITTER CAPITAL I    DE            X   X       09/23/02

MORGAN STANLEY DEAN WITTER CAPITAL I    DE            X   X       05/25/02

MORGAN STANLEY DEAN WITTER CAPITAL I    DE            X   X       06/25/02

MORGAN STANLEY DEAN WITTER CAPITAL I    DE            X   X       07/25/02

MORGAN STANLEY DEAN WITTER CAPITAL I    DE            X   X       08/25/02

MSU DEVICES INC                         DE            X   X       09/23/02

NASH FINCH CO                           DE            X           09/24/02

NATIONAL STEEL CORP                     DE                X   X   09/24/02

NATIONSRENT INC                         DE            X   X       09/20/02

NEBO PRODUCTS INC                       UT            X   X X     09/20/02

NEIMAN MARCUS GROUP INC                 DE                X   X   09/23/02

NEW ENGLAND BUSINESS SERVICE INC        DE            X           09/24/02

NMXS COM  INC                           DE            X           09/19/02

NOBEL LEARNING COMMUNITIES INC          DE                X   X   09/24/02

NORTHERN STAR FINANCIAL INC             MN            X   X   X   09/20/02

NORTHWESTERN CORP                       DE            X   X       09/20/02  AMEND

NRG ENERGY INC                          DE            X   X       09/16/02

NUEVO ENERGY CO                         DE      X                 09/19/02  AMEND

NVR INC                                 VA            X   X       09/24/02

OCEAN BIO CHEM INC                      FL            X           09/17/02

OPTIONS TALENT GROUP                    DE            X   X       09/19/02

PAXSON COMMUNICATIONS CORP              DE            X           09/23/02

PEOPLES BANCORP INC                     OH            X           09/24/02

PEOPLES ENERGY CORP                     IL            X           09/23/02

PERFICIENT INC                          DE            X           09/03/02

POLAROID CORP                           DE            X   X       09/12/02

PRECISION OPTICS CORPORATION INC        MA            X           09/23/02

PRO GLASS TECHNOLOGIES INC              NV    X X X X X X X       09/10/02

PULASKI FINANCIAL CORP                  DE            X   X       09/24/02

RADIAN GROUP INC                        DE            X           09/24/02

READERS DIGEST ASSOCIATION INC          DE                    X   09/24/02

RENAISSANCE MORTGAGE ACCEPTANCE CORP    DE            X           09/24/02

RENAISSANCERE HOLDINGS LTD                            X   X       09/20/02

RESIDENTIAL FUNDING MORTGAGE SECURITI   DE            X   X       09/24/02

RESIDENTIAL FUNDING MORTGAGE SECURITI   DE            X   X       09/24/02

RESIDENTIAL FUNDING MORTGAGE SECURITI   DE            X   X       09/24/02

RESIDENTIAL FUNDING MORTGAGE SECURITI   DE            X   X       09/23/02

RMS TITANIC INC                         FL            X           11/30/02

ROHN INDUSTRIES INC                     DE            X   X       09/23/02

SAFECO CORP                             WA            X           09/24/02

SALOMON MORTGAGE LOAN TRUST SER 2002-   DE                X       05/28/02

SALOMON MORTGAGE LOAN TRUST SER 2002-   DE                X       06/25/02

SALOMON MORTGAGE LOAN TRUST SER 2002-   DE                X       07/25/02

SALOMON MORTGAGE LOAN TRUST SER 2002-   DE                X       08/26/02

SHIRE PHARMACEUTICALS GROUP PLC                       X   X       09/20/02

SHIRE PHARMACEUTICALS GROUP PLC                       X   X       09/24/02

SONOMAWEST HOLDINGS INC                 CA                X   X   09/20/02

SONUS NETWORKS INC                      DE            X   X       09/24/02

SOUTHERN CALIFORNIA EDISON CO           CA            X   X       09/23/02

SOUTHWESTERN ENERGY CO                  AR                X   X   09/24/02

SOUTHWESTERN ENERGY CO                  AR                X   X   09/24/02

TRANSDIGM INC                           DE                    X   09/24/02

TRIANGLE PHARMACEUTICALS INC            DE            X   X       09/04/02

TRIPLE-S MANAGEMENT CORP                              X   X       09/23/02

U S PLASTIC LUMBER CORP                 NV      X     X   X       08/14/02

UNITED STATES STEEL CORP                DE                X   X   09/24/02

UNITED THERAPEUTICS CORP                DE            X   X       09/20/02

US ENERGY CORP                          WY            X           09/04/02  AMEND

VASTERA INC                             DE            X   X       09/24/02

VERTICALNET INC                         PA            X   X       09/12/02

WACHOVIA ASSET SECURITIZATION INC       NC            X   X       09/24/02

WAL MART STORES INC                     DE            X   X       09/20/02

WELLS FARGO ASSET SECURITIES CORP       DE            X   X       09/24/02

WILLIAMS COMPANIES INC                  DE                    X   09/19/02

WILLIAMS COMPANIES INC                  DE                    X   09/23/02