<PAGE> 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. )*
CREDIT MANAGEMENT SOLUTIONS, INC.
--------------------------------------
(Name of Issuer)
COMMON STOCK, $0.01 PAR VALUE PER SHARE
------------------------------------------
(Title of Class of Securities)
224905 10 9
---------------------------------------------
(CUSIP NUMBER)
Check the following box if a fee is being paid with this statement [X]. (A fee
is not required only if the filing person: (1) has a previous statement on file
reporting beneficial ownership of more than five percent of the class of
securities described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of such class.)
(See Rule 13d-7.)
* The remainder of this cover page shall be filled out for a reporting person`s
initial filing on this form with respect to the subject class of securities,
and for any subsequent amendment containing information which would alter the
disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be
deemed to be "filed" for the purpose of Section 18 of the Securities Exchange
Act of 1934 ("Act") or otherwise subject to the liabilities of that section of
the Act but shall be subject to all other provisions of the Act (however, see
the Notes).
(CONTINUED ON FOLLOWING PAGE(S))
Page 1 of 5 Pages
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|--------------------| |--------------------|
|CUSIP NO. 224905109 | 13G | Page 2 of 5 Pages |
|--------------------| |--------------------|
<TABLE>
<S> <C>
|----------------------------------------------------------------|
| 1|NAME OF REPORTING PERSON |
| |S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON |
| | |
| | James R. DeFrancesco |
| | |
|--|-------------------------------------------------------------|
| 2|CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP * |
| | (A) [ ] |
| | (B) [ ] |
|--|-------------------------------------------------------------|
| 3|SEC USE ONLY |
| | |
| | |
|--|-------------------------------------------------------------|
| 4|CITIZENSHIP OR PLACE OF ORGANIZATION |
| | |
| | United States |
|----------------------------------------------------------------|
| |5|SOLE VOTING POWER |
| NUMBER OF | | 2,975,775 |
| SHARES |-|-----------------------------------------------|
| BENEFICIALLY |6|SHARED VOTING POWER |
| OWNED | | 0 |
|-|-----------------------------------------------|
| BY EACH |7|SOLE DISPOSITIVE POWER |
| REPORTING | | 2,975,775 |
| PERSON |-|-----------------------------------------------|
| WITH |8|SHARED DISPOSITIVE POWER |
| | | 0 |
|----------------------------------------------------------------|
| 9|AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
| | |
| | 2,975,775 |
|--|-------------------------------------------------------------|
|10|CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN|
| |SHARES * |
| | |
|--|-------------------------------------------------------------|
|11|PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 |
| | |
| | 39.1% |
|--|-------------------------------------------------------------|
|12|TYPE OF REPORTING PERSON * |
| | |
| | IN |
|----------------------------------------------------------------|
</TABLE>
* SEE INSTRUCTIONS BEFORE FILLING OUT!
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Item 1.
(a) Name of Issuer:
Credit Management Solutions, Inc.
(b) Address of Issuer's Principal Executive Offices:
5950 Symphony Woods Road
Suite 301
Columbia, Maryland 21044
Item 2.
(a) Name of Person Filing:
James R. DeFrancesco
(b) Address of Principal Business Office:
5950 Symphony Woods Road
Suite 301
Columbia, Maryland 21044
(c) Citizenship:
United States
(d) Title of Class of Securities:
Common Stock, $0.01 par value per share
(e) CUSIP Number:
224905 10 9
Item 3. If this statement is filed pursuant to Rule 13d-1(b), or
13d-2(b), check whether the person is a:
(a) [ ] Broker or Dealer registered under Section 15 of the
Act
(b) [ ] Bank as defined in section 3(a)(6) of the Act
(c) [ ] Insurance Company as defined in section 3(a)(19) of
the act
(d) [ ] Investment Company registered under section 8 of
the Investment Company Act
(e) [ ] Investment Advisor registered under section 203 of
the Investment Advisors Act of 1940
(f) [ ] Employee Benefit Plan, Pension Fund which is subject
to the provisions of the Employee Retirement Income
Security Act of 1974 or Endowment Fund; see section
240.13d-1(b)(1)(ii)(F)
Page 3 of 5 Pages
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(g) [ ] Parent Holding Company, in accordance with section
240.13d-1(b)(ii)(G) (Note: See Item 7)
(h) [ ] Group, in accordance with section 240.13d-
1(b)(1)(ii)(h)
Item 4. Ownership:
(a) Amount Beneficially Owned:
2,975,775
(B) Percent of Class:
39.1%
Item 5. Ownership of Five Percent or Less of a Class:
If this statement is being filed to report the fact that as of the
date hereof the reporting person has ceased to be the beneficial owner of more
than five percent of the class of securities, check the following [ ].
Item 6. Ownership of More than Five Percent on behalf of Another
Person.
N/A
Item 7. Identification and Classification of the Subsidiary which
Acquired the Security Being Reporting on by the Parent
Holding Company:
N/A
Item 8. Identification and Classification of Members of the
Group.
N/A
Item 9. Notice of Dissolution of Group:
N/A
Item 10. Certification:
By signing below I certify that to the best of my knowledge and
belief, the securities referred to above were acquired in the ordinary course
of business and were not acquired for the purpose of and do not have the effect
of changing or influencing the control of the issuer of such securities and
were not acquired in connection with or as a participant in any transaction
having such purposes or effect.
Page 4 of 5 Pages
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SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
Date: February 7, 1997
/s/ James R. DeFrancesco
-----------------------------------
James R. DeFrancesco
Page 5 of 5 Pages
