DealBook: Hedge Fund Seeks Ouster of SandRidge Energy's Board

A New York hedge fund filed papers with federal securities regulators on Wednesday seeking to oust the board at SandRidge Energy, the latest salvo in its continuing campaign against the struggling Oklahoma City oil and gas company.

The hedge fund, TPG-Axon Capital Management, which owns nearly 7 percent of SandRidge’s shares, submitted so-called consent solicitation documents with the Securities and Exchange Commission, offering up its own slate of directors to replace the current board.

SandRidge has come under pressure by TPG-Axon and another large hedge fund, Mount Kellett Capital Management, which have attacked the company over what they called an onerous debt load, reckless spending and incoherent business strategy.

TPG-Axon’s securities filing came two days after it sent a blistering letter to SandRidge’s board, demanding that it investigate whether Tom L. Ward, SandRidge’s chief executive, and his son had engaged in self-dealing and had directly competed with the company.

“It is our understanding that Mr. Ward and his son, Trent Ward, actively compete with the company, and in addition, have also engaged in repeated transactions in which they ‘front-run’ the company,” Dinakar Singh, chief executive of TPG-Axon, wrote in the letter. “It is astonishing that the C.E.O. of a company would engage in behavior that directly competes with his shareholders’ interests for his own personal benefit.”

The letter accuses the Wards of acquiring mineral rights and then leasing those rights to SandRidge for a profit. In securities filings this year, SandRidge said it had bought interests in mineral rights from an entity owned by Ward family trusts.

A spokesman for SandRidge, Greg Dewey, did not return telephone calls seeking comment.

SandRidge’s shares are down more than 75 percent since its 2007 initial public offering and more than 90 percent since its peak in June 2008. The stock was flat in Wednesday’s session, closing at $6.26.

TPG-Axon’s S.E.C. filing was made in conjunction with a lawsuit filed on Monday in the Delaware Court of Chancery. The lawsuit challenges a move by SandRidge to shorten the time that shareholders have to vote on changing the company’s bylaws and replacing the board with TPG-Axon’s slate.

“Sadly, we are not surprised that Tom Ward and the board of directors have resorted to shameful tricks to try and confuse shareholders and shorten the period of time in which they have to vote,” Mr. Singh said in a statement. “The actions Tom and the board have taken over the past several weeks reek of desperation and clearly illustrate their complete disregard for shareholder interests and transparency.”

The solicitation by TPG-Axon will be sent in early January to SandRidge shareholders, who would then have up to 60 days to consent to the fund’s proposal to elect a new board, which would include Mr. Singh.

Much of TPG-Axon’s criticism has been aimed at Mr. Ward. Mr. Ward started SandRidge in 2006 after leaving Chesapeake Energy, a much larger Oklahoma oil-and-gas concern that he co-founded and has had its own share of corporate governance issues in recent years. He is a part-owner of the Oklahoma City Thunder professional basketball franchise along with Aubrey McClendon, a co-founder of Chesapeake and its chief executive.

Mr. Ward’s total compensation in 2011 was $25 million, representing about half of the company’s earnings that year. SandRidge bestows numerous perks upon Mr. Ward, including the unlimited use of the company’s four corporate jets.

A version of this article appeared in print on 12/27/2012, on page B3 of the NewYork edition with the headline: In Escalation of Attack, Hedge Fund Seeks Ouster of SandRidge Energy’s Board.

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Russian Parliament Sends Adoption Ban to Putin

MOSCOW — The upper chamber of Parliament on Wednesday unanimously approved a bill to ban adoptions of Russian children by United States citizens, sending the measure to President Vladimir V. Putin, who has voiced support but not yet said if he will sign it.

Enactment of the adoption ban, which was developed in retaliation for an American law punishing Russians accused of violating human rights, would be the most severe blow yet to relations between Russia and the United States in a year marked by a series of setbacks.

Since Mr. Putin returned to the presidency in May, Russian officials have used a juggernaut of legislation and executive decisions to curtail United States influence and involvement in Russia, undoing major partnerships that began after the fall of the Soviet Union.

In September, the Kremlin ordered the United States Agency for International Development to cease operations here, shutting a wide portfolio of public health, civil society and other initiatives. And officials announced plans to terminate a joint effort to dismantle nuclear, chemical and other nonconventional weapons known as the Nunn-Lugar agreement.

Russia also passed a law requiring nonprofit groups that get financing from abroad to register as “foreign agents,” sharply curtailing the ability of the United States to work with good-government groups, and another law broadening the definition of treason to include “providing financial, technical, advisory or other assistance to a foreign state or international organization.”

The adoption ban, however, is the first step that takes direct aim at the American public and would effectively undo a bilateral agreement on international adoptions that took effect on Nov. 1. The agreement called for heightened oversight in response to several high-profile cases of abuse and deaths of adopted Russian children in the United States.

About 1,000 Russian children were adopted by parents from the United States in 2011, more than any other country, and more than 45,000 such children have been adopted by American parents since 1999.

Pavel Astakhov, Russia’s child rights commissioner, told news agencies on Wednesday that the ban, if enacted, could prevent the departure of 46 children who are ready to be adopted by parents from the United States. Some of those adoptions have already received court approval, he said. And some lawmakers said they believed that the bilateral agreement on adoptions with the United States would be void as of Jan. 1, even though Mr. Putin, at his annual news conference last week, said that changes to the agreement required one-year notice by either side.

The proposed ban has opened a rare split at the highest levels of the Russian government, with several senior officials speaking out against it. And it has provoked a huge public outcry and debate, with critics of the ban saying that it would most hurt Russian orphans, many of whom are already suffering in the country’s deeply troubled foster care and orphanage system.

In debate on Wednesday, lawmakers said that they felt an imperative to retaliate for a law signed by President Obama this month that will punish Russian citizens accused of violating human rights, by prohibiting them from traveling to the United States and from owning real estate or other assets there.

Lawmakers also said that Russia, which has more than 650,000 children living without parental supervision, should take care of them on its own. The vote in the Federation Council was 143 to 0.

“We need to set a plan for the future,” said Valery V. Ryazanksy, a senator from the Kursk region. Then, reiterating a slogan adopted by many lawmakers in recent days, he declared: “Russia without orphans!” Gennady I. Makin, a senator from Veronezh, gave it a slight twist: “Russia without orphanages.”

Several child-welfare advocates have mocked this sort of talk, noting that more than 80,000 children were identified as in need of supervision in 2011 and that the country had been unable to find homes for a vast majority of children eligible for adoption.

There were slightly more than 10,000 adoptions in Russia in 2011, about 3,400 of which were by foreigners.

In addition to banning adoptions by Americans, the bill approved on Wednesday would impose sanctions on American judges and others accused of violating the rights of adopted Russian children in the United States.

A number of cases involving the abuse or even the deaths of adopted Russian children in recent years have generated publicity and outrage in Russia, including a case in which a 7-year-old boy was sent on a flight back to Russia alone by his adoptive mother in Tennessee.

The Russian law was named for Dmitri Yakovlev, a toddler who died of heatstroke in Virginia in 2008, after his adoptive father left him in a parked car for nine hours. The father, Miles Harrison, was acquitted of manslaughter by a judge who ruled that the death was an accident.

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James leads Heat over Thunder in Finals rematch

MIAMI (AP) — Kevin Durant and Russell Westbrook combined to score 54 points, more than any set of teammates had managed in a game against Miami all season.

Oklahoma City needed them to score at least three more.

That didn't happen, and an NBA Finals rematch went just as last year's title series did — to the Heat.

LeBron James had 29 points, nine assists and eight rebounds, Dwyane Wade scored 21, and the Heat survived a frantic finish to beat the Thunder 103-97 on Tuesday night, a game where Durant and Westbrook both missed potential tying 3-pointers in the final seconds.

"A great game to play," Thunder coach Scott Brooks said, "and a great game to coach."

For the Heat, it was just a little greater.

Mario Chalmers scored a season-high 20 for the Heat, who were 19 for 19 from the foul line, the second-best effort in franchise history behind only a 30-for-30 game in Boston on March 24, 1993. Chris Bosh added 16 points for Miami, which has beaten the Thunder five straight times dating to last June's title series.

"Felt a little bit like a different month," Heat coach Erik Spoelstra said. "Regardless of what your script is coming into the game, when you play this team, it's not going to go according to script. They're too good."

It's the first losing streak of the season for the Thunder, who had been 4-0 after losses. Serge Ibaka and Kevin Martin each scored 15 for Oklahoma City.

The game had a little of everything — a fast start by the reigning champions, a one-handed dunk by James on an offensive rebound that will be added to his copious highlight reel, a scrum after a hard foul that led to double-technicals on Wade and Ibaka early in the fourth, an easy rally by the Thunder from an early double-digit deficit, and even workout partners in Durant and James barking back and forth in the final minutes.

Such was the intensity that James slumped over the scorer's table with 1:08 left, exhausted.

"I'm tired as hell right now," James said — and that was more than an hour after the game ended.

With good reason. On an emotional day, there was a wild finish.

Wade lost the ball on an ill-advised, behind-the-back dribble, and the turnover set up Durant for a two-handed dunk that got the Thunder within 96-95 with 44.1 seconds remaining.

Needing a stop on the next trip, the Thunder instead forgot to play defense. Kendrick Perkins and Ibaka both were confused on the ensuing Miami possession, and Bosh was left alone to take a pass from James and throw down a dunk that restored Miami's three-point edge.

"We went over and helped," Durant said. "We just needed to help on the backside. There was miscommunication but we still had a chance to go into overtime."

Two chances, actually.

Oklahoma City got within one when Durant made a jumper over James, but no closer. Ray Allen's two free throws with 15.6 seconds left made it 100-97, and Miami's last three points came from the line. Durant missed a 3-pointer that James contested, Westbrook wound up with a second chance that Wade defended, and the Thunder guard smacked a nearby table arguing that he was fouled.

"Part of the game," Westbrook said.

While the stars were stars, the Heat got help from one unexpected source. Chalmers was making everything, even unintended plays. Allen lost possession on what looked to be a pass to no one, but Chalmers picked up the bouncing ball on the right wing, whirled and made a 3-pointer — putting Miami up 86-79 with 8:14 left.

In the end, that cushion was necessary.

"I got going early," Chalmers said, "and I stuck with it."

The Heat came out flying, opening a quick 13-2 lead after making six of their first seven shots. About all that didn't go right for the Heat early on was James committing a foul, the first time he was called for a personal since Dec. 8.

It happened 4:03 into the game — 254 minutes and 7 seconds of on-court time since his last one — when James fouled Ibaka on a dunk attempt.

Chalmers had 12 points, matching his season high, in the opening quarter alone, and that was also Miami's lead after his layup for a 15-3 edge. When Durant headed to the bench after being called for his second personal, plus a technical, with 2:08 left in the first, the Heat led 27-16.

But even with Durant out, Oklahoma City scored the last eight points of the quarter, six coming from the line. The Thunder shot 17 of the game's first 18 free throws and finished with a 38-19 edge in tries from the stripe.

The Heat were held to two points in the first 5:05 of the third, and the Thunder grabbed the lead for the first time. Durant connected on a baseline jumper while falling out of bounds and getting fouled by James. The resulting free throw gave Oklahoma City a 58-56 edge.

With that, the back-and-forth began, and Miami found a way.

"Both teams really played up to the billing," Wade said. "An excellent basketball game."

NOTES: James scored at least 20 points for the 30th straight regular-season game and 46th overall. ... Wade is 7-1 on Christmas, and James has won six straight on the holiday. ... Miami's Mike Miller became the 48th active player to reach 10,000 points. ... The Thunder have used the same starting lineup for all 27 games. ... James passed Bernard King for 39th on the NBA career scoring list. ... Attendance was 20,300, the largest crowd for a Heat home game since they moved into AmericanAirlines Arena.

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One Illness After Another, and an Eviction Looming

As the water surged through the basement apartment of a Coney Island town house during Hurricane Sandy, Jeffrey Cowen, a cherubic and chatty sort, tried to calm down the two tenants who had remained with him in the building.

Michelle V. Agins/The New York Times

Jeffrey Cowen, 51, in his Coney Island apartment. His illnesses have led to his falling about $8,400 behind in his rent.

For the past 100 years, The New York Times Neediest Cases Fund has provided direct assistance to children, families and the elderly in New York. To celebrate the 101st campaign, an article will appear daily through Jan. 25. Each profile will illustrate the difference that even a modest amount of money can make in easing the struggles of the poor.

Last year donors contributed $7,003,854, which was distributed to those in need through seven New York charities.

2012-13 Campaign

Previously recorded:

$3,512,137

Recorded Friday:

302,605

*Total:

$3,814,742

Last year to date:

$3,648,728

*Includes $709,856 contributed to the Hurricane Sandy relief efforts.

The Youngest Donors

If your child or family is using creative techniques to raise money for this year’s campaign, we want to hear from you. Drop us a line on Facebook or talk to us on Twitter.

“The water is not here yet, and we have two more floors and the roof,” Mr. Cowen, 51, recalled telling them, as everybody stood in his first-floor studio apartment. “It’s not time to panic. Even if the water gets in here, we’re still not going to panic, because that’s how people get hurt.”

This levelheadedness seems to inform his attitude about his illnesses — spinal stenosis, diabetes, hypertension and heart problems. Mr. Cowen has been to the operating room enough, he said, that he has developed a “shtick”:

“I say to the doctors, ‘Listen up — Rule No. 1: I don’t want to hear “Oops!”

“ ‘Rule No. 2: I don’t want to hear: “Dr. Brown, we haven’t seen anything like this since med school.” ’ ”

Nonetheless, Mr. Cowen’s illnesses have led to his falling about $8,400 behind in his rent; he could face eviction proceedings beginning next month.

Mr. Cowen, a counselor at John V. Lindsay Wildcat Academy, a charter school for at-risk youth, was born in Washington Heights in Manhattan but grew up with two siblings in Portsmouth, Ohio.

Mr. Cowen’s father owned a pallet-making business located in Portsmouth and Columbus, Ohio. The business thrived until the main plant in Portsmouth burned to the ground, he said.

The family eventually received welfare benefits.

Mr. Cowen received a bachelor’s degree in psychology from the Ohio State University, and another in political science from Antioch College. He went to Los Angeles after his five-year marriage ended in divorce. In 2000, an online relationship brought him to New York, and when the relationship ended, he stayed.

In 2007, he began feeling “a tingling down my spine.” An M.R.I. revealed that he had spinal stenosis, a narrowing of the spinal column that puts pressure on the cord. He had surgery to remove a piece of bone from his vertebrae to relieve pressure, he said.

In June 2010, he began feeling sick, and so run-down that he frequently missed work. When his sick days and vacation days were used up and he could not work, he had no income. About four months later, he had a heart attack, and had stents implanted. Because he had worked sporadically, he had fallen $3,300 behind in his rent and utilities, he said. Within nine months, he had recovered financially, he said.

“Around early fall of last year, I became weaker and weaker,” Mr. Cowen said. He exhausted his vacation and sick days and again began falling behind on his rent and bills. He said he did not seek medical care because disability payments would not be enough for him to make his rent. Being out of the hospital allowed him to work, if only intermittently.

“I popped children’s aspirin like M & M’s just to keep the blood flowing,” he said, but eventually he went to the hospital, where he found out he needed heart surgery — a triple bypass. He also found out that he had hypertension and diabetes.

Now, Mr. Cowen is back at work, trying to keep up with his rent and to pay his landlord extra each month to bring his rent current. He said he was relieved when he received assistance from the Metropolitan Council on Jewish Poverty, a beneficiary agency of UJA-Federation of New York, one of the organizations supported by The New York Times Neediest Cases Fund. Met Council drew $1,387 from the fund to help him pay outstanding electric and heating bills.

Mr. Cowen is applying to various sources for ways to pay the back rent, but he said that soon his landlord might have to initiate eviction proceedings.

And while he acknowledges that sometimes the whole situation “feels like a house of cards,” he does not feel sorry for himself. “It’s not unusual right now,” he said. “In this country, working people are often one medical disaster away from financial ruin.”

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South Africa’s President Says Mandela Looking ‘Much Better’

JOHANNESBURG — President Jacob Zuma of South Africa gave a largely upbeat assessment on Tuesday of the health of Nelson Mandela, the nation’s first black president and anti-apartheid icon, who has spent more than two weeks in the hospital for a lung infection and gallstones.

Mr. Zuma said in a statement that Mr. Mandela, 94, “is looking much better” and that “the doctors are happy with the progress he is making.”

The president visited Mr. Mandela on Christmas morning at a Pretoria hospital along with Mr. Mandela’s wife, the children’s rights activist Graça Machel.

“We found him in good spirits,” Mr. Zuma said in the statement. “He shouted my clan name, Nxamalala, as I walked into the ward.”

Mr. Mandela has been in increasingly frail health, and his latest hospitalization has been the longest since he was released from prison in 1990. His health is closely watched; local news organizations have been camped outside the hospital.

He has suffered recurrent lung infections, a legacy of the tuberculosis he contracted in prison. The government tightly controls information about his condition, releasing only occasional updates. When Mr. Mandela was first hospitalized on Dec. 8, the government said that he was in no danger, but Mr. Zuma later said that Mr. Mandela’s condition was serious.

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Just got a new iPhone, iPad or Android device for Christmas? Gameloft cuts popular iOS and Android games to 99¢

Title Post: Just got a new iPhone, iPad or Android device for Christmas? Gameloft cuts popular iOS and Android games to 99¢
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Pagano back to coach Colts after cancer treatment

INDIANAPOLIS (AP) — Chuck Pagano stepped to the podium Monday, hugged his team owner, thanked his family for its support and wiped a tear from his eye.

He might, finally, turn out the lights in his office, too.

Nearly three months to the day after being diagnosed with leukemia, the Colts' first-year coach returned to a team eager to reunite with a boss healthy enough to go back to work.

"I told you my best day of my life was July 1, 1989," Pagano said, referring to his wedding date. "Today was No. 2. Getting to pull up, drive in, get out of my car, the key fob still worked. I was beginning to question whether it would or not. When I asked for Bruce to take over, I asked for him to kick some you-know-what and to do great. Damn Bruce, you had to go and win nine games? Tough act to follow. Tough act to follow. Best in the history of the NFL. That's what I have to come back to."

The comment turned tears into the laughter everyone expected on such a festive occasion.

For Pagano and the Colts, Monday morning was as precious as anyone could have imagined when Pagano took an indefinite leave to face the biggest opponent of his life, cancer.

In his absence, all the Colts was win nine of 12 games, make a historic turnaround and clinch a playoff spot all before Sunday's regular-season finale against Houston, which they pegged as the day they hoped to have Pagano back. If all goes well at practice this week, Pagano will be on the sideline for the first time since a Week 3 loss to Jacksonville.

Pagano endured three rounds of chemotherapy to put his cancer in remission.

That Pagano's return came less than 24 hours after Indy (10-5) locked up the No. 5 seed in the AFC and the day before Christmas seemed fitting, too.

"I know Chuck is ready for this challenge. In speaking to his doctor multiple times, I know that the time is right for him to grab the reins, get the head coaching cap on and begin the journey," owner Jim Irsay said. "It's been a miraculous story. It really is a book. It's a fairytale. It's a Hollywood script. It's all those things but it's real."

The reality is that he's returning to a vastly different team than the one he turned over to Arians, his long-time friend and first assistant coaching hire.

Back then, the Colts were 1-2 and most of the so-called experts had written them off as one of the league's worst teams. Now, they're ready to show the football world that they can be just as successful under Pagano as they were under Arians, who tied the NFL record for wins after a midseason coaching change.

Pagano also has changed.

The neatly-trimmed salt-and-pepper hair and trademark goatee that were missing in November have slowly returned, and the thinner man who appeared to be catching his breath during a postgame speech in early November, looked and sounded as good as ever Monday.

He repeatedly thanked fans for their prayers and letters, the organization and his family for their unwavering help and promised to provide comfort and support to other people who are facing similar fights. During one poignant moment that nearly brought out tears again, Pagano even recounted a letter sent to him by a 9-year-old child who suggested he suck on ice chips and strawberry Popsicles in the hospital and advised him to be nice to the nurses regardless of how he felt — and he never even paused.

"I feel great, my weight is back, my energy is back and again, it's just a blessing to be back here," Pagano said.

In the minds of Colts players and coaches, Pagano never really left.

He continually watched practice tape and game film on his computer, used phone calls and text messages to regularly communicate with players and occasionally delivered a pregame or postgame speech to his team.

"He texted me and called me so much, it was like he was standing there in my face every day," said receiver Reggie Wayne, who has been friends with Pagano since the two were working together at the University of Miami.

But the Colts found plenty of other ways to keep Pagano's battle in the forefront.

They began a fundraising campaign for leukemia research, calling it Chuckstrong. Players had stickers with the initials CP on their locker room nameplates, and Arians wore an orange ribbon on his baseball cap during games. Orange is the symbolic color for leukemia. At one point, nearly three dozen players shaved their heads to show their ailing coach they were with him.

That's not all.

Arians and first-year general manager Ryan Grigson decided to leave the lights on in Pagano's office until he returned. Pagano noted the team even installed plastic clips to make sure those lights were not mistakenly turned off while he was gone. Those clips were removed when Pagano arrived Monday morning.

And Arians said nobody sat in the front seat of the team bus.

"He's always been our head coach," Arians said.

So after getting medical clearance from his oncologist, Dr. Larry Cripe, to return with no restrictions, Pagano couldn't wait to get to the office Monday morning.

Arians arrived at 7 a.m., three hours early for the scheduled team meeting. By then, Pagano had already driven past the inflatable Colts player with the words "Welcome Back Chuck" printed on its chest and was back in his office preparing for the Texans.

Players showed up a couple of hours later, and when the torch was passed from Arians back to Pagano, players gave their returning coach a standing ovation that Wayne said was well-deserved.

All Pagano wants to do now is emulate the success Arians and his players have had this season.

"I asked him (Arians) if he would lead this team and this ballclub and this organization and take over the reins," Pagano said. "What a masterful, masterful job you did Bruce. You carried the torch and all you went out and did was win nine ballgames. You got us our 10th win yesterday and you got us into the playoffs. You did it with dignity and you did it with class. You're everything that I always knew you were and more."

___

Online: http://pro32.ap.org/poll and http://twitter.com/AP_NFL

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U.S. Civilian Is Killed at Police Headquarters in Kabul

KABUL, Afghanistan — A woman identified as a police officer shot and killed an American civilian adviser at police headquarters in Kabul on Monday, Afghan police officials said, breaking a relative lull in the so-called insider killings that have strained the relationship between Americans and Afghans here.

Shah Marai/Agence France-Presse — Getty Images

Afghan policemen at the site where a female police officer reportedly shot and killed an American civilian adviser on Monday.

A spokesman for the American-led NATO force in Afghanistan, Col. Thomas W. Collins, confirmed that the attack had taken place but said that the victim’s name was being withheld according to military policy. He described the attacker as “a suspected member of the Afghan uniformed police” and said the suspect was in Afghan custody.

Insider attacks, in which members of the Afghan security services have turned against their foreign allies, have greatly increased in the past year, with 61 American and other coalition members killed, not including the episode on Monday, compared with 35 deaths the previous year, according to NATO figures.

Monday’s attack — the first insider attack known to be committed by a woman — came after a lull in insider shootings after the military instituted a series of precautions meant to reduce them. The most recent episode was on Nov. 11, when a British soldier was killed in Helmand Province.

A person at Kabul police headquarters, where the shooting occurred at about 10 a.m., said the suspect, a woman named Nargis, was a police officer who had been detached to work in the Interior Ministry’s legal and gender equality department. The person, who spoke on condition of anonymity because he was not authorized to release information, said the attacker had used a pistol and had shot the adviser, an engineer working in construction, in the head at close range.

He said the suspect had been arrested at the scene by Afghan police officers. Although the person did not specify a motive, he said that it was not related to terrorism and that the suspect had no known connections with insurgents.

American and Afghan officials have been struggling to figure out how large a factor Taliban infiltration or coercion has been in the increase in insider killings this year. Although insurgent contact has been clear in some cases, many of the attacks have seemed to come out of personal animosity or outrage, attributed to culture clash or growing Afghan anger at what they see as an unwelcome occupation by the United States and its allies.

In other violence on Monday, a coalition member was killed in an insurgent attack in eastern Afghanistan, and an Afghan Local Police commander killed five fellow officers at a checkpoint in Jowzjan Province in the north. Dur Mohammad, the commander at the checkpoint, shot and killed five officers under his command, according to Gen. Abdul Aziz Ghairat, the provincial police chief. He said the commander fled after the shooting. General Ghairat did not offer a motive but said that Mr. Mohammad had connections with the Taliban in the area.

The Afghan Local Police program, which seeks to bring armed elements — including some former insurgents — into government service, has drawn criticism because of a series of episodes in which the armed elements have switched allegiances, sometimes repeatedly.

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8 New Etiquette Rules for Using Gadgets in the Office

As the use of personal technology increases at work, it’s important to observe some new etiquette rules about how we use it. Here are eight of the most important rules to follow at work when it comes to cell phones, email, and other modern technology.

1. Using speaker phone when others can hear you. Playing back your voicemail messages on speaker phone or conducting an entire call on speaker phone is distracting to people trying to work around you. Even if you’re in an office with the door closed, speakerphone noises tend to travel. Don’t value your hands-free convenience over the ability of others to focus on their work.

2. Keeping your cell phone out so you can glance at it during meetings. Glancing down at your phone while you’re supposed to be focused on a meeting signals that you’re bored, not fully engaged, or don’t respect the time of the people you’re meeting with. If you must keep your phone out because you’re expecting an important call or text, explain that at the start of the meeting so that people don’t assume you’re just being rude.

3. Don’t overuse “reply all.” When multiple people are included on an email chain, they don’t all need to see your reply of “thanks” or “will do.” Only use “reply all” if everyone included truly needs to see your response; otherwise, stick with “reply” so your response goes only to the sender and doesn’t clutter multiple in-boxes.

4. Don’t email and phone with the same message; pick one or the other. Nothing is more annoying than starting to read an email, only to have the email’s sender pop his head in your office to repeat the same message.

5. Turn off your cell phone’s ringer if you leave it behind while you’re away from your desk. Ask any office worker, and you’ll hear stories about the annoying guy who leaves his phone behind with his ringer on full-volume while he goes to meetings … leaving his co-workers forced to hear repeated renditions of “Who Let the Dogs Out” or whatever else he’s chosen for his ringtone.

6. Placing calls from a noisy location. If you make a call, ensure you’re somewhere where you and the person you’re speaking with will be able to hear each other–and where you can give your full focus. It’s irritating to get a call from someone who immediately puts you on hold to order coffee because she just reached the front of the line.

7. Keep religious and political messages out of your email signature. Including religious or political messages is likely to offend or at least irritate some of your recipients, and introduces topics that don’t belong in a professional setting. Keep your sign-off neutral and professional.

8. Don’t use your work email as your personal email. In most offices, sending occasional personal emails from your work account is fine, but you should use your personal account for most personal things. If you treat your work email as your default personal account, chances are good that when you leave your job and your inbox and sent folder are full of personal messages, one of your co-workers will be stuck reading through all of them, as they clean out your account for your replacement. In the best case scenario, that’s merely a nuisance for a co-worker –but in the worst case scenario, it could lead to embarrassing revelations.

Alison Green writes the popular Ask a Manager blog, where she dispenses advice on career, job search, and management issues. She’s also the co-author of Managing to Change the World: The Nonprofit Manager’s Guide to Getting Results, and former chief of staff of a successful nonprofit organization, where she oversaw day-to-day staff management, hiring, firing, and employee development.

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Seahawks roll past 49ers in noisy Seattle 42-13

SEATTLE (AP) — Red Bryant remembers the early years of his career, when the Seattle Seahawks struggled to win only four and five games in his first two seasons.

Getting a 10th win on Sunday night and a trip to the postseason was special to the Seahawks' big defensive end.

"Who has been playing better than us the last few weeks?" Bryant questioned. "This is the National Football League and you don't get any gimmies. We work hard to win. ... It's hard to win in this league."

Russell Wilson threw a career-high four touchdown passes to move into second place for most TD passes by a rookie, Marshawn Lynch scored two first-quarter TDs, and the Seahawks routed the San Francisco 49ers 42-13.

Richard Sherman returned Bryant's blocked field goal 90 yards for another touchdown as the Seahawks (10-5) jumped to a 21-0 lead. That only added to an already hyped crowd on a typically cold and rainy December night, with noise echoing off the walls and overhanging roof of CenturyLink Field that might have been heard all the way across Puget Sound.

No one appeared to care about the weather, not with the performance they were seeing on the field. And not with a ticket to the postseason guaranteed thanks to Seattle's first 10-win season since 2007.

"We knew we were capable of doing this. We had no doubt. Even in Week 1, we knew that we had the talent to do what we're doing now," said wide receiver Doug Baldwin, who had two touchdown receptions. "It took time because we're a young team. We had to mature. We had to grow together, build that chemistry, build that trust out there on the field. That's the most important thing."

Seattle surged into the playoffs on the strength of its sixth win in seven games, putting up dizzying offensive numbers that no one thought would continue against the top scoring defense in the NFL but did.

Seattle has outscored its last three opponents 150-30. The 42 points were the most allowed since Jim Harbaugh took over the 49ers, and the most San Francisco yielded since giving up 45 to Atlanta in 2009. It was the perfect way for Seattle coach Pete Carroll to snap a three-game losing streak against his rival.

"We just try to play really good football and see what happens at the end," Carroll said. "We have been scoring and doing a nice job of it and it would be great If we can keep it rolling."

Seattle will likely be the No. 5 seed in the NFC. There remains a slight chance of winning the NFC West, if the Seahawks beat St. Louis in the season finale and Arizona can upset the 49ers in San Francisco.

The Seahawks, 7-0 at home, delayed San Francisco (10-4-1) from celebrating a division title. They turned Harbaugh's 49th birthday into a miserable evening.

"If you had told me this would be the outcome I wouldn't have believed it," Sherman said. "I would say you're making this up."

Wilson hit Lynch on a 9-yard TD in the first quarter, Anthony McCoy for a 6-yarder late in the first half, and Doug Baldwin on 4 and 6 yard TDs in the second half.

Wilson has 25 TD passes, one behind Peyton Manning's NFL rookie record of 26. He finished 15 of 21 for 171 yards. His only incompletion in the first half was a deflected pass that Patrick Willis intercepted.

Wilson's counterpart, San Francisco's Colin Kaepernick, had already proven himself capable of winning on the road with victories in New Orleans and last week in New England. But Seattle is a different beast, widely regarded by players as the loudest venue in the NFL. His inexperience playing in such an environment showed. He was flustered and disorganized at the line of scrimmage, letting the noise from Seattle's fans affect him.

Kaepernick's forgettable night was capped when Sherman stepped in front of his pass intended for Randy Moss at the back of the end zone on the first play of the fourth quarter for his seventh interception of the season.

Kaepernick was 19 of 36 for 244 yards with an 18-yard TD pass to Delanie Walker with 1:40 left. Frank Gore had just 28 yards on six carries after rushing for a season-high 131 when the teams met in Week 7.

"Every time you are on the field you are learning something," Kaepernick said. "We just have to take what we can from this game and move on to next week."

San Francisco played without defensive tackle Justin Smith due to an elbow injury that ended a streak of 185 starts. The 49ers lost tight end Vernon Davis in the first quarter with a concussion sustained when he was knocked off his feet on a huge hit along the sideline from Seattle safety Kam Chancellor that looked legal but drew a penalty for hitting a defenseless receiver.

San Francisco wide receiver Mario Manningham went down with a left leg injury early in the third quarter when he was tackled low by Leroy Hill and fumbled.

The loss of Smith affected the entire defense. Aldon Smith was left stuck on 19 1-2 sacks after being locked up by Seattle offensive tackle Russell Okung.

"We can't make excuses," 49ers' safety Donte Whitner said. "We understand: We lost the football game; we lost an ugly football game."

NOTES: Lynch finished with 111 yards on 26 carries, his third straight game over 100 yards vs. the 49ers. ... Seattle was 11 of 13 on third-down conversions, a season-high. ... The 49ers were held to 82 yards rushing, just the third time this season he was held under 100 yards.

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