COMMAND CREDIT CORP
10QSB/A, 1996-05-17
BUSINESS SERVICES, NEC
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<PAGE>
                    U.S. SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
   
                                 FORM 10-QSB/A
    
            (Mark One)
             [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF
                      THE SECURITIES EXCHANGE ACT OF 1934

                      FOR THE QUARTER ENDED MARCH 31, 1996

             [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
                      OF THE SECURITIES EXCHANGE ACT OF 1934

                For the transition period from ______ to ______

                         Commission File Number 0-18270

                           COMMAND CREDIT CORPORATION
           (Exact name of the registrant as specified in its charter)

           NEW YORK                                           11-2857523
  (State or other jurisdiction of                          (I.R.S. Employer
   incorporation or organization)                        Identification  No.)

                             100 Garden City Plaza
                          Garden City, New York 11530
                    (Address of principal executive offices)

                                 (516) 739-8800
                        (Registrant's telephone number)

Indicate by check mark whether the Registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the Registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.

                                    Yes  X    No ___

State the number of shares outstanding of each of the issuer's classes of common
equity, as of May 7, 1996, 15,779,781. This amount reflects a One Hundred Fifty
(150) to One (1) reverse stock split effective October 27, 1995.

Transitional Small Business Disclosure Format (check one):

                                    Yes ___   No  X

<PAGE>
                  COMMAND CREDIT CORPORATION AND SUBSIDIARIES
                     CONSOLIDATED STATEMENTS OF OPERATIONS
                                  (UNAUDITED)
   
<TABLE>
<CAPTION>
                                            FOR THE THREE MONTHS ENDED        FOR THE NINE MONTHS ENDED
                                             MARCH 31         MARCH 31         MARCH 31         MARCH 31
                                               1996             1995             1996             1995
                                           ------------     ------------     ------------     ------------
<S>                                        <C>              <C>              <C>              <C>
Revenues:
  Operating Revenue                        $    244,323     $    158,787     $    614,997     $    570,322
  Interest Income                               304,165              369          304,165           21,368
                                           ------------     ------------     ------------     ------------
  Total Revenue                                 548,488          159,156          919,162          591,690
                                           ------------     ------------     ------------     ------------
Operating Expenses:
  Selling Expenses (Schedule I)               1,016,882          844,337        8,844,055        1,861,200
  Administrative Expenses (Schedule II)         865,052          492,018        2,067,171        1,575,141
  Taxes                                          48,514           28,138          142,764           77,645
                                           ------------     ------------     ------------     ------------
  Total Operating Expenses                    1,930,448        1,364,493       11,053,990        3,513,986
                                           ------------     ------------     ------------     ------------
Net (Loss) from Operations                 ($ 1,381,960)    ($ 1,205,337)    ($10,134,828)    ($ 2,922,296)

Non-Operating & Non-Recurring:
   (Loss) on Investment                              -0-         (75,825)      (2,095,293)        (253,786)
   Gain on Investrment                           98,831               -0-          98,831               -0-
   Bad Debt Expense                                  -0-              -0-        (671,813)              -0-
                                           ------------     ------------     ------------     ------------
Net (Loss)                                 ($ 1,283,129)    ($ 1,281,162)    ($12,803,103)    ($ 3,176,082)
                                           ============     ============     ============     ============
Net (Loss) per Outstanding
  Common Share (Note 15)                         ($0.13)*         ($0.03)          ($2.74)*          (0.08)
                                           ============     ============     ============     ============
</TABLE>
    

* NOTE: This amount reflects a One Hundred Fifty (150) to One (1) reverse stock
  split effective October 27, 1995.

          The accompanying notes are an integral part of this report.

                                      F-3

<PAGE>
NOTE 12:  NOTES AND LOANS PAYABLE

Notes and loans payable consist of amounts lent to the Company by William G.
Lucas, the Chairman of Command as well as amounts due to third party short and
long-term lenders.

NOTE 13:  SALARIES PAYABLE

Salaries payable consists of amounts owed to Mr. Lucas, the Chairman of Command.
Mr. Lucas has not drawn a salary for the past several months and will continue
not to draw a salary until such time when significant revenues are generated
from the imminent implementation of the Company's programs. Mr. Lucas has also
forgiven a significant portion of his salary in prior years.

NOTE 14:  SHAREHOLDERS' EQUITY

On October 4, 1995, Command's Board of Directors approved a reverse stock split
of its common shares, pursuant to which every One Hundred Fifty (150) shares of
the Company's issued and outstanding common stock was converted to One (1)
share. This reverse split became effective on October 27, 1995. In addition, the
Company has issued to shareholders of record as of the close of business on
Thursday, October 26, 1995, a warrant equivalent to a 300% common stock dividend
(post split), at no cost to the shareholder. Eighteen months from October 27,
1995, the warrants may be exercised and converted into common stock. These
warrants will be callable by the Company on October 28, 1998 at par value.

On March 4, 1996, Command announced its intent, from time to time, to purchase
its own securities in the open market. As of March 31, 1996, Command purchased
420,000 shares of it securities in the open market. Command also has additional
shares held in treasury.

NOTE 15:  LOSS PER SHARE

   
Loss per share was computed by dividing the net loss by the weighted average
number of shares of common stock outstanding during the period. The weighted
average number of common shares outstanding during the three months ended March
31, 1996 and 1995 was 9,818,411 and 46,728,250, respectively. The weighted
average number of common shares outstanding during the nine months ended March
31, 1996 and 1995 was 4,669,147 and 38,705,171, respectively. The amounts for
the 1996 periods reflect a One Hundred Fifty (150) to One (1) reverse stock
split effective October 27, 1995.
    

NOTE 16:  SUBSEQUENT EVENT

On April 12, 1996, the Company filed a Registration Statement on Form SB-2 with
respect to 13,570,000 shares of its common stock, of which 10,000,000 shares are
being offered by the Company and 3,570,000 shares are being offered by a selling
shareholder. The Company will not receive any proceeds from the shares being
sold by the selling shareholder.

                                       4

<PAGE>
                                   SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange
Act of 1934, the Registrant has duly caused this report to be signed on its
behalf by the undersigned, thereunto duly authorized.

   
Dated: May 17, 1996                      COMMAND CREDIT CORPORATION
                                         (Registrant)
    
                                     By: /s/ William G. Lucas
                                         William G. Lucas, Chairman,
                                         President, Chief Executive
                                         Officer and Chief Financial Officer

                                       8


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