UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
________________
SCHEDULE 13-D/Amendment No. 2
<R/>
Under the Securities Exchange Act of 1934
CONTINENTAL INVESTMENT CORPORATION
(Name of Issuer)
Common Stock, Par Value $0.50 Per Share
(Title of Class of Securities)
211-515-10-1
(CUSIP Number)
Wilma Graham
Swan Financial Services, Inc.
6656 Monticello Lane
Memphis, TN 38115
(901) 521-0703
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
September 30, 1996
<R/> (Date of event Which Requires
Filing of this Statement)
If the filing person has previously filed a statement on Schedule
13-G to report the acquisition which is the subject of this
Schedule 13-D, and is filing this Schedule because of Rule 13d-1
(b) or (4), check the following box. [ ]
Check the following box if a fee is being paid with this
statement. [ ]
<PAGE>
CUSIP NO. 211-515-10-1
(1) Name of Reporting Swan Financial
Persons, S.S. or I.R.S. Services, Inc.
Identification No. of EIN 74-2771881
Above Person
(2) Check the Appropriate (a)
Box if a Member of a (b)
Group
(3) SEC Use Only
(4) Source of Funds OO
(5) Check if Disclosure of
Legal Proceedings is
Required Pursuant to
Items 2(d) or 3(e)
(6) Citizen or Place of
Organization State of Georgia
(7) Sole Voting
Power 500,000
Number of Shares (8) Shared Voting
Beneficially Power
Owned by Each
Reporting (9) Sole Dispositive
Person With* Power 500,000
(10) Shared Dispositive
Power
(11) Aggregate Amount
Beneficially Owned by
Each Reporting Person 500,000
(12) Check of the Aggregate
Amount in Amount in
Row (11) Excludes
Certain Shares
(13) Percent of Class
Represented by
Amount in Row (11) 4.2%
(14) Type of Reporting
Person CO
<PAGE>
Item 5. Interest in the Securities of the Issuer
(a) and (b)
Swan Financial Services, Inc. has divested itself of its
previously owned 933,333 shares of the Company's Common Stock;
however, it remains beneficial owner of options totaling 500,000
shares of the Company's Common Stock, which totals 4.2% of the
outstanding Common Stock. Ms. Wilma Graham, President, has the
power to direct the vote or disposition of those shares.
(c) None
(d) None
(e) None
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.
SWAN FINANCIAL SERVICES, INC.
By: /S/ Wilma Graham
Wilma Graham, President
Dated: October 14, 1996
