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It is outside of the competence of this column to opine as to whether Harvey Pitt should go or remain as head of the United States Securities and Exchange Commission (SEC). But I do have some expertise in judging Web sites, and while the site maintained by the SEC was a step forward when it first came online, it had never been easy to find the place to search the SEC’s Electronic Data Gathering, Analysis and Retrieval system, better known as EDGAR. This week we take a look at recent improvements to EDGAR, and several commercial options available to the casual or serious EDGAR student. RETRIEVAL FROM THE SEC Things have recently gotten better than they used to be — for one thing, filings are incorporated into the database in real time, more or less when they come in, rather than a day later — but the best improvement seems to be a section, not far from the top of the screen, that actually says “EDGAR.” (Well, it actually says “Filing & Forms (EDGAR),” but parentheses or not, EDGAR is there.) If you know what you are looking for, don’t click on the main section heading, but click on the sub-heading “Search for Company Filings” instead, to get directly to a screen that lets you choose from “Search Companies and Filings” (everything in EDGAR is by company name, the SEC’s own Central Index Key or CIK, State or SIC, the Standard Industrial Classification Code), “Show Latest Filings” (a listing of everything that has come in since 5:30 p.m. the previous business day, searchable by company name and form type), “EDGAR CIK Lookup” (which lets you find a corporation’s SEC designation for easier subsequent retrieval), “Current Events Analysis” (which lets the user search for particular types of filings on each of the last five business days) and three different mutual funds searches. The “Search Companies and Filings” routine lets the user isolate a specific company, then move to search for a specific date range and specific form. Many of the forms may be retrieved in either text or HTML format. The HTML option has linked documents that may look remarkably like a printed form, rather than the plain monospaced font setup of the text formats. Both HTML and so-called text formats, however, have header identifications, and what look like, but apparently aren’t, HTML information which should be interpreted by the Browser. While I like the real-time aspects of the new EDGAR facilities, there are still some problems. The new screens, as the old, look only to header information and not full text. Alas, the new screens seem to require two steps to find a particular document, while retrieval was possible in one step under the old system. This seems to be a step backward. Finally, the SEC still insists that the searcher use either company name or CIK code, and will not recognize a ticker symbol. Not a huge inconvenience in most cases, but how difficult would an automatic lookup table be? There are, of course, commercial alternatives. FULL SERVICE RESEARCH Lexis boasts EDGARPlus, a product of Disclosure Inc. It looks to be pretty efficient, but preliminary information, only, is available within 24 hours. EDGAR, itself, does better than that. Reports seem to be better formatted than with EDGAR, and full text, as well as standard segment searching is available. Westlaw also has Disclosure’s EDGAR files, a SECNow file from the Dow Jones folks, and an SEC-live file. I was told that SECNow is loaded once an hour and is difficult to search, while the Disclosure stuff is loaded once a day and looks nicer. SEC-Online is loaded only weekly. It was impossible to get either Westlaw or Lexis to quote a definite price on a search and obviously the cost depends on your general contract. I did get transactional estimates as low as $25 and high as $52 per search. If you don’t like the Westlaw or Lexis alternatives, 10KWizard.com, Liveedgar.com and EDGAROnline.com seem to be the major alternatives. 10KWIZARD 10KWizard, at www.tenkwizard.com, provides flat-fee, real-time EDGAR searching for $125 per year. The basic search template has fields for alternate fields for company name, or ticker or CIK symbol, a full-text “word search” field, and pop-up menus for Industry or SIC codes, forms or form groups, and dates. An “advanced” template adds geographic possibilities including city, state, state of incorporation, country or area or ZIP code. A search request can easily be turned into an “alert” that sends an e-mail when a document fitting the search parameters hits the EDGAR database. Filing information about non-EDGAR insider trading filings (Forms 3, 4 and 144) is available. (I am certain you will be shocked — shocked — to discover that the insider trading documents can be filed on paper only. Proposed rule changes would apparently require company disclosure of at least some insider transactions in an electronic and searchable 8K filing.) Attached legal agreements and Management Discussions and Analysis are searchable and separately linked so you can get them without opening the full filing. EDGAR ONLINE The EDGAR Online family comes in three flavors: Free, Regular and Pro. Free, at www.freeedgar.com, does a bit more than the SEC site, including responding to requests for the insider documents and stock ticker symbols, but not a lot more. It is, naturally, free. EDGAR Online, itself, adds RTF (rich text formatting) and numeric table downloads to be loaded into Excel, and alerts on companies. Pro, at www.edgarpro.com, adds more configurable alerts and PDF (portable document format) data downloads, and easier complex searching. LIVEDGAR LIVEDGAR, www.liveedgar.com, seems to do everything that EdgarPRO and 10KWizard does, but adds a few hundred search templates, a large, searchable non-EDGAR database, and a variety of “No Action” letters and other SEC correspondence, all in searchable (and alertable) format. The Web site boasts “free resources,” including the ability to create e-mail alerts, subscribe to electronic newsletters, and access peripheral SEC information. The resources are “free” in the sense that you don’t pay for them, but you do have to register as at least a “pay-as-you-go” subscriber to access the material. Registration is free, so I guess the resources are, too. Some lawyers are apparently using EDGAR as if it were a searchable book of legal forms. If, for example, you are looking for samples of an Advertising Agreement that may be attached as an exhibit to an EDGAR filing, go to the “Research Library” and choose an appropriate search template. If you don’t want to steal from just any lawyer, you can limit your search to documents prepared by specific, well known, law firms. (Of course, you could do a similar search on the other systems, but you would have to construct it yourself.) CONSIDERATIONS LIVEDGAR can be accessed for $10 per logon and $1.50 per connect minute, with subscriptions available at prices designed to provide substantial discount from the non-subscription target. A $500 three month subscription is available; after the three months, the company will review your firm usage and negotiate a deal. In addition to the wide variety of non-EDGAR information, LIVEDGAR has a convenient e-mail delivery option. EDGAR-Online costs $15 per user per month, with EDGARPro at $50 per month. 10KWizard costs $125 per year. Downloads in RTF format, ready for incorporating right into a word processor, is a nice touch. Clearly, LIVEDGAR has more non-EDGAR material than the others, charges a premium price, and is generally acknowledged to be the favorite of serious lawyer-users. But what about performance? Can one of the three pull out information the others don’t? And how fast does each get the same document posted? And what about alerts? (Could a 30 or 45 second time difference really make a practical difference to you?) I plan to get out my virtual stopwatch and compare their performance. SUMMARY If you need more service than offered by the SEC’s EDGAR Web site, you might consider 10KWizard, one of the three versions of EDGAR-Online, or LIVEDGAR. The prices vary considerably. DETAILS EDGAR, www.sec.gov. FreeEDGAR, www.freeedgar.com. EDGAR On-line, www.edgaronline.com. Price: $14.95 per month. EDGARPro, www.edgarpro.com. Price: $50.00 per month. EDGAR Online Inc., 122 E. 42nd St., New York, NY 10168. Phone: (888) 870-2316 or (212) 457-8200. 10K Wizard, www.tenkwizard.com. Price: $125.00 per year. Wizard Technology LLC, 1950 Stemmons Freeway, Dallas, Texas 75207. Phone: (214) 800-4560 or (214) 800-4565. LIVEDGAR, www.liveedgar.com. Price: $10.00 per logon and $1.50 per minute, or negotiated flat fee. Global Securities Information Inc., 419 Seventh St., N.W., Washington, D.C. 20004. Phone: (800) 669-1154 or (202) 628-1155. Fax: (202) 628-1133; e-mail: [email protected]. Barry D. Bayer practices law and writes about computers from his offices in the Chicago area. You can reach him at [email protected], or P.O. Box 2577, Homewood, IL 60430. If you would like to receive these columns each week by e-mail, send a note to [email protected].

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