UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
________________
SCHEDULE 13-D/Amendment No. 1
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)
March 29, 1996
(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>
<TABLE>
CUSIP NO. 211-515-10-1
<S> <C> <C>
(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 1,433,333
Number of Shares (8) Shared Voting
Beneficially Power
Owned by Each
Reporting (9) Sole Dispositive
Person With* Power 1,433,333
(10) Shared Dispositive
Power
(11) Aggregate Amount
Beneficially Owned by
Each Reporting Person 1,433,333
(12) Check of the Aggregate
Amount in Amount in
Row (11) Excludes
Certain Shares
(13) Percent of Class
Represented by
Amount in Row (11) 9.9%
(14) Type of Reporting
Person CO
</TABLE>
<PAGE>
Item 1. Security and Issuer
This statement on Schedule 13-D (the "Statement") relates to
shares of the common stock, $0.50 per value per share (the "Shares")
of Continental Investment Corporation, a Georgia corporation (the
"Company") whose principal executive offices are located at 10254
Miller Road, Dallas, Texas 75238.
Item 2. Identity and Background
(a) This Statement is filed by Swan Financial Services,
Inc., a corporation organized under the laws of Georgia. The
foregoing person is hereinafter sometimes referred to as the
"Reporting Person."
(b) and (c)
The principal business address of Swan Financial Services,
Inc. is 6656 Monticello Lane, Memphis, TN 38115. The principal
business of Swan Financial Services, Inc. is securities and real
estate investment and trading in real estate.
(d) The Reporting Person, during the last five years, has
not been convicted in a criminal proceeding (excluding traffic
violations and similar misdemeanors).
(e) The Reporting Person, during the last five years, has
not been a party to a civil proceeding of a judicial or
administrative body of competent jurisdiction and as a result of
such proceedings was or is subject to a judgment, decree or final
order enjoining future violations of, or prohibiting or mandating
activities subject to, federal or state securities laws or
finding any violation with respect to such laws.
(f) Swan Financial Services, Inc. is organized under the
laws of the State of Georgia.
Item 3. Source and Amount of Funds or Other Consideration
The purchase of the Company's Common Stock was made with
the trade of an asset (land) of Swan Financial Services, Inc.
Item 4. Purpose of the Transaction
The Company's Common Stock was purchased by Swan Financial
Services, Inc. for investment purposes.
<PAGE>
Item 5. Interest in the Securities of the Issuer
(a) and (b)
Swan Financial Services, Inc. is the record owner of
933,333 shares of the Company's Common Stock which and
beneficial owner of options totaling 500,000 shares of the
Company's Common Stock, which totals 9.9% 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
Item 6. Contracts, Arrangements, Understandings or Relationships
With Respect to Securities of the Issuer
None
Item 7. Materials to be Filed as Exhibits
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: August 13, 1996
