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U.S. Bancorp Completes Spin-Off Of Piper Jaffray

On Wednesday, Piper Jaffray Cos. completed its previously announced spin-off from U.S. Bancorp (NYSE:USB - News) .
After the market closed, U.S. Bancorp stockholders received one share of Piper Jaffray common stock for every 100 shares of U.S. Bancorp common stock. The special dividend was paid to shareholders of record as of 5 p.m. EST Dec. 22.
"It allows us to be a focused securities firm," as opposed to being a small part of a larger company, Andrew Duff, chairman and chief executive of Piper Jaffray, said in an interview with Dow Jones Newswires. Piper Jaffray accounted for about 1% of U.S. Bancorp's net income.
Duff said he believes the investment bank and brokerage will be more competitive now that it has a currency to offer employees. "We intend to have it be part of everyone's annual compensation and to build ownership over time," he said.
The crosstown merger between Piper Jaffray and U.S. Bancorp, both of Minneapolis, occurred at a time when commercial banks were snapping up investment banks, which had previously been off-limits to them. The deal was seen as pricey at the time it was announced in 1998 for $730 million in cash, or $37.25 a share, or four times book value.
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GM, Hughes and News Corporation 
Complete Hughes Transactions

NEW YORK, Dec. 22 /CNW/ -- General Motors Corp. (NYSE: GM - News), Hughes Electronics (NYSE: HS - News), and The News Corporation Ltd. (NYSE: NWS - News, NWS.A - News) announced today that they have successfully completed the split-off of Hughes from GM and the acquisition by News Corporation of 34 percent of the outstanding common stock of Hughes.
In the transactions, GM split-off Hughes by distributing Hughes common stock to the holders of GM Class H common stock in exchange for the shares that they own. Simultaneously, GM sold its 19.8 percent economic interest in Hughes to News Corporation in exchange for cash and News Corporation Preferred American Depositary Shares (Preferred ADSs). News Corporation then acquired from the former GM Class H common stockholders an additional 14.2 percent of the outstanding shares of Hughes common stock in exchange for News Corporation Preferred ADSs
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Cisco Stumbles in Its Storage-Switch Effort

Worries that Cisco's entry into growing market for storage-networking switches would sink established players Brocade (BRCD:Nasdaq - commentary - research) and McData (MCDTA:Nasdaq - commentary - research) have proven unfounded, so far.
After three quarters of shipping product, Cisco is well behind its target of doubling storage revenue every quarter. The best Wall Street estimates -- Cisco refuses to break out detailed storage revenue -- show 
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Roy Disney Forced Off Disney's Board

LOS ANGELES (Reuters) - Walt Disney Co. (NYSE:DIS - News) said it was forcing director Roy Disney into mandatory retirement, removing the last Disney family member and a prominent critic of Chairman and Chief Executive Michael Eisner from the board.
Roy Disney said he would go but argued Eisner should step down, a letter obtained by the Wall Street Journal showed.
The move Sunday may be the last act of a showdown between Eisner, who has led the company for nearly 20 years, and the man who recruited him and then became a chief critic.
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St. Paul to Buy Travelers for $16.84 Bln

NEW YORK (Reuters) - St. Paul Cos. (NYSE:SPC - News) on Monday agreed to buy larger insurer Travelers Property Casualty Corp. (NYSE:TAPa - News; NYSE:TAPb - News) for $16.84 billion in stock to form the No. 2 U.S. commercial property and casualty insurer.
The deal comes about a year and a half after Travelers was split off from Citigroup Inc. (NYSE:C - News). The transaction should add to the combined company's earnings, executives said in a conference call.
Shares of Both St. Paul and Travelers rose in early trading, adding to the all-stock deal's value, which originally was about $16 billion. St. Paul shares rose about 5.25 percent while Travelers class A shares were up more than 1.6 percent and its class B shares were up 1.25 percent.
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Time Warner has insider sales

NEW YORK (CBS.MW) - Time Warner, the world's largest media company, has been experiencing insider selling this week.
Time Warner's shares (TWX: news, chart, profile) fell 12 cents, or 0.8 percent, to $15.87 in Thursday trading.
The news comes at a time when Time Warner is anxious to promote an atmosphere of stability in its company - and its stock market prospects. It's poised to open its long-awaited gigantic headquarters in Manhattan, an occasion which will give the company the start of what it hopes will be a fresh start, following two years of pandemonium.
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Cablevision Posts Loss, Accounting Issues

NEW YORK (Reuters) - Cablevision Systems Corp. (NYSE:CVC - News) on Tuesday said it has found more accounting irregularities as it reported a wider third-quarter loss due to weakness in its cable television business.
The No. 6 U.S. cable operator said an internal audit had found $15 million in improperly booked expenses from 2002 and before, marking the third time since June that it has disclosed accounting irregularities.
While the amount of expenses at stake are insignificant compared to Cablevision's total revenue, a widening investigation could delay completion of a planned spin-off of the company's Rainbow television networks and a newly launched satellite broadcasting service, VOOM.
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Wal-Mart Profit Up, Shy of Street Views

CHICAGO (Reuters) - Wal-Mart Stores Inc. (NYSE:WMT - News) on Thursday said a turnaround at its Sam's Club warehouse stores and strength abroad drove a 13.9 percent increase in quarterly profit, but results just missed Wall Street's loftier expectations.
The world's biggest company by revenues gave a cautious outlook for the U.S. economy as a whole, but said its earnings in the current quarter should be largely in line with analysts' expectations.
"I don't think consumer spending is slowing, but I also don't see the strength that many of you in the investment community appear to see," Lee Scott, president and chief executive officer, said on a recorded message.
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Monsanto Outlines Growth Strategy

ST. LOUIS (Dow Jones)--Monsanto Co. (NYSE:MON - News) is aiming for a 10% compounded annual growth rate in 2005 and 2006.
In a press release, the company said that, to drive its mid-term growth, it's focusing on managing the decline of the Roundup business to stabilization; accelerating growth in the seeds and traits business; leveraging its pipeline and technology leadership; setting achievable financial targets and delivering on them; and implementing cost actions quickly.
For fiscal 2004, the company expects to generate $1.2 billion in gross profit for the seeds and traits business, accentuating the continuing growth in that sector.
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Oracle: Refund plan could thwart bid

SAN FRANCISCO (CBS.MW) -- PeopleSoft's innovative defensive maneuver against a $7.3 billion hostile takeover by software rival Oracle could indeed make the company too expensive and block the bid, according to an Oracle court filing issued Monday.
Redwood Shores, Calif.-based Oracle (ORCL: news, chart, profile) asked the Delaware Court of Chancery to speed action on an injunction against what PeopleSoft calls its "customer assurance program."
No matter how much comfort the refund may give PeopleSoft customers, Oracle says it's filing that the program is an effort to block a takeover, "potentially making any acquisition -- by Oracle or any other acquirer -- prohibitive."
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Icahn's Kodak Moment

Wherever there's trouble in Corporate America, billionaire Carl Icahn is likely not far behind. Icahn emerged in the 1970s as the quintessential corporate raider and made a fortune off hostile takeovers in the 1980s. In the current era of political correctness, Icahn considers himself a shareholder activist.
And he's been busy lately. Last week, Icahn set his sights on Eastman Kodak (NYSE: EK).
There has been much shareholder discontent at Kodak, but it hit fever pitch on Sept. 25 when management announced a radical restructuring. Kodak will continue to milk its core film business of cash flow, but the money will not go back to shareholders in the form of buybacks and dividends.
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Donnelley deal lifts Moore Wallace shares

TORONTO, Nov 10 (Reuters) - Moore Wallace (Toronto:MWI.TO - News; NYSE:MWI - News) shares rose to their best level in 17 months on Monday as the market reacted to news the commercial printer would be bought by a U.S.-based printing firm.Shares of Moore Wallace rose C$1.42, or 7 percent, to C$21.70 on the Toronto Stock Exchange (News - Websites) , their best level since June 2002. In New York, the shares were up $1.29, or 8.5 percent, to C$16.54.
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Provident Bankshares Corporation and Southern Financial Bancorp, Inc. Announce Strategic Merger

BALTIMORE, Nov. 3 /PRNewswire-FirstCall/ -- Provident Bankshares Corporation (Nasdaq: PBKS - News), the parent company of Provident Bank, the second largest independent commercial bank headquartered in Maryland, and Southern Financial Bancorp, Inc., (Nasdaq: SFFB - News), the parent company of Southern Financial Bank, announced today the signing of a definitive agreement for Southern Financial Bancorp to be merged into Provident Bankshares Corporation.The merger reflects Provident's clearly defined business strategies that include expansion into the Metro Washington area. Provident first entered that region as a result of a merger with First Citizens Financial Corporation.
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Conexant, GlobespanVirata 
to Merge in $969.5 Million Deal

Conexant Systems Inc. (NasdaqNM:CNXT - News) Monday announced it agreed to acquire GlobespanVirata Inc. (NasdaqNM:GSPN - News) in a stock swap valued at about $969.5 million. 
The combined company will target the broadband digital market, including digital-subscriber line connectivity and wireless local-area networking.
"Together, we will have the scale and scope to make the necessary [research and development] investments for continued innovation leadership in wired and wireless communications and multimedia applications for the digital home," said Dwight W. Decker, Conexant's chairman and chief executive, in a prepared statement.
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Teva to buy Sicor for $3.4 billion

Moving to expand its generic drug business into injectable products, Teva Pharmaceutical announced Friday it plans to acquire Sicor Inc. for $3.4 billion in stock and cash.
Shares of Irvine, Calif.-based Sicor (SCRI: news, chart, profile) jumped $1.74, or 7 percent, to $26.77. Earlier, the stock hit $26.94, its highest level since July 2001.
U.S.-listed shares of Israel-based Teva (TEVA: news, chart, profile) fell $1.04 to $56.67.Under terms of the deal, each share of Sicor would be exchanged for $16.50 in cash and 0.1906 of a Teva U.S.-listed share. Based on Teva's Thursday closing price of $57.71, the buyout price would be $27.50, a 10 percent premium to Sicor's closing price Thursday of $24.97.
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MCI
MCI Reorganization Plan Seen Getting Ok

PHILADELPHIA (Reuters) - A bankruptcy judge is expected to confirm on Friday MCI's reorganization plan, which would clear the way for the No. 2 U.S. long-distance telephone and data services company to emerge from bankruptcy, according to a court filing.
The reorganization plan would leave MCI (Other OTC:MCWEQ.PK - News; Other OTC:WCOEQ.PK - News) with roughly 10 percent of its previous $41 billion debt load and give creditors, such as distressed debt investor David Matlin, sizable ownership stakes in the new, slimmed-down company.
Judge Arthur Gonzalez had said he aimed to release his decision by noon on Friday, but a bankruptcy court filing said the decision would be released before the end of the business day.
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Ex-Tyco Exec: Committee 
Never Approved $96M Bonus

NEW YORK (Dow Jones)--Tyco International Ltd. (NYSE:TYC - News)'s compensation committee never approved or even discussed a $96 million special bonus paid to top executives in September 2000, and unwittingly voted a few days later to give many of the same executives a much smaller bonus for the same work, a former Tyco executive testified Thursday.Patricia Prue, Tyco's former head of human resources, is a key witness in the trial in state Supreme Court here of former Tyco chief executive L. Dennis Kozlowski and former chief financial officer Mark Swartz
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Google Fielded Microsoft Buyout Overture

Google has reportedly been approached by Microsoft (MSFT:Nasdaq - commentary - research) about a partnership or even a takeover by the software giant, as the Internet search engine meets with bankers about plans for its long-awaited initial public stock offering.
Mountain View, Calif.-based Google hasn't ruled out a deal with Microsoft, but is thought to prefer an IPO route, according to an article in Friday's edition of The New York Times.
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Published Report Says BellSouth and Long Distance Carrier AT&T Have Called Off Merger Talks

NEW YORK (AP) -- A published report on Wednesday said Atlanta-based BellSouth Corp. and long distance carrier AT&T Corp. have called off the latest round of merger discussions.
The Wall Street Journal reported BellSouth balked at the prospect of buying the nation's largest long-distance carrier for about $19 billion in cash and stock.
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PalmSource Spins Out From Palm, Inc

SUNNYVALE, Calif., Oct. 28 /PRNewswire-FirstCall/ -- PalmSource, Inc., provider of Palm OS, a leading operating system powering next generation mobile devices and smartphones, today announced its spin out from Palm, Inc. The spin out will be effective today at 11:59 p.m. EST. In a major milestone for the company, PalmSource, Inc. is one of the first publicly traded companies focusing on operating system software for smart mobile devices.
Effective October 29, 2003, PalmSource stock will begin trading on the NASDAQ stock market under the ticker symbol: PSRC. In addition to the spin-off, the stockholders approved the acquisition of Handspring by Palm, Inc.
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Bellsouth-AT&T Talks Face Hurdles

BellSouth Corp. (NYSE:BLS - News) and AT&T Corp. (NYSE:T - News) have significant, and familiar, hurdles to overcome in their renewed merger talks, Monday's Wall Street Journal reportedThe companies have been in on-again, off-again talks during the past three years and have come within days of striking a merger agreement at least twice during that period, according to people familiar with the situation. Now, as the discussions get under way again, the most-important obstacles remain price, the strategic risks for BellSouth and the potential regulatory roadblocks.Conservative BellSouth, the regional player into a national competitor in the cutthroat long-distance market, Lehman Brothers analyst Blake Bath said
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UnitedHealth Buying Mid Atlantic

NEW YORK (Reuters) - UnitedHealth Group Inc. (NYSE:UNH - News), the top U.S. health insurer, on Monday said it would buy Mid Atlantic Medical Services Inc. (NYSE:MME - News) for nearly $3 billion to expand in the fast-growing mid-Atlantic region.UnitedHealth's move to broaden its reach with the purchase of Mid Atlantic came as rival Anthem Inc. (NYSE:ATH - News) unveiled plans to buy WellPoint Health Networks Inc. (NYSE:WLP - News) in a deal valued at more than $15 billion. That would vault Anthem into the top spot, based on plan membership.
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Anthem to Buy Rival Insurer WellPoint

CHICAGO (Reuters) - Anthem Inc. (NYSE:ATH - News) on Monday said it would acquire WellPoint Health Networks Inc. (NYSE:WLP - News) for roughly $14.1 billion, creating the largest U.S. health insurer and bolstering its negotiating muscle with health-care providers and employers.The stock and cash deal comes as current No. 1 health plan, UnitedHealth Group Inc., announced a bid to acquire Mid Atlantic Medical Services Inc. (NYSE:MME - News) for roughly $3 billion. WellPoint last month closed a deal to buy smaller rival Cobalt.
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Bank of America to Buy FleetBoston

NEW YORK (Reuters) - Bank of America Corp. on Monday said it agreed to buy FleetBoston Financial Corp. for nearly $47 billion in stock, creating the second largest U.S. bank and expanding Bank of America's reach into New England.Bank of America, based in Charlotte, North Carolina, will pay $45 per share for Boston-based Fleet, more than 41 percent above the Friday closing price for Fleet. FleetBoston shareholders will receive 0.5553 Bank of America common share for each of their shares
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NCR third-quarter earnings fall, ATM sales decline

NEW YORK, Oct 23 (Reuters) - NCR Corp. (NYSE:NCR - News) reported lower third-quarter earnings on Thursday due to mounting pension costs and lower sales of its automated teller machines and data-management systems.
The company also said fourth-quarter revenue would be flat to down 3 percent and earnings could be below analyst estimates, saying corporate spending on technology was unpredictable.
Its shares fell 1.7 percent in early afternoon trade.
Quarterly net income fell to $18 million, or 19 cents per share, from $41 million, or 42 cents per share, a year earlier.
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Judge Wants Probe of Microsoft Settlement

Judge Wants Investigation Into Why Few Companies Sought Microsoft Licenses After Settlement
WASHINGTON (AP) -- The judge in the Microsoft Corp. antitrust case urged government lawyers Friday to investigate why only nine companies so far have paid Microsoft to license its technology for their own software products, agreements central to the success of a landmark settlement negotiated with the Bush administration."I think all of us had hoped for more agreements," U.S. District Judge Colleen Kollar-Kotelly acknowledged during a hearing Friday. "I am interested in finding out why we don't have more licensed products."
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McCaw Lawsuit Circles AT&T Wireless

In the investing world, some lawsuits are like volcanoes: You can safely ignore them for years -- unless, of course, they decide one day to erupt.
That's the situation faced by AT&T Wireless (AWE:NYSE - commentary - research), the chief defendant in an obscure legal battle it inherited in a 1994 acquisition.
So far, AT&T Wireless has successfully avoided liability in the case, rooted in events that took place 14 years ago.
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Subpoenas Issued In AOL Time Warner Accounting Probe

The U.S. Securities and Exchange Commission has subpoenaed Time Warner's (nyse: TWX - news - people ) current Chairman and Chief Executive Richard Parsons, and former Chairman Stephen Case--who, you may remember, presided over the colossus during its "AOL TW" days. According to The New York Times, the SEC is widening an investigation of the media monolith's accounting for an advert deal with Bertelsmann.
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3M Earnings Rise on Sales, Weak Dollar

CHICAGO (Reuters) - 3M Co. (NYSE:MMM - News), whose products range from Scotch tape to fiber optics connectors, posted better-than-expected quarterly earnings on Monday, helped by strong sales and the weaker U.S. dollar.
The company also said it expects to meet analysts' fourth-quarter earnings estimates and raised its full-year forecast.
Third-quarter net income rose almost 22 percent to $663 million, or 83 cents a share, from $545 million, or 69 cents, a year earlier. Per-share amounts have been adjusted for a recent two-for-one stock split.
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EDS considers IPO of software unit

NEW YORK (CBS.MW) -- Electronic Data Systems said it's considering an initial public offering or private offering of a minority stake in its Product Lifecycle Management (PLM) software unit.
EDS (EDS) shares rose 1.7 percent to $21.92.
The move would make EDS the second major technology player to consider a business spin-off after Motorola set plans to sell its chip business to the public. 
EDS says it wants to focus on its core business of providing information technology to corporate clients.
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