<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
-------------
FORM 8-K/A
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): June 14, 1996
-------------
CITYSCAPE FINANCIAL CORP.
- --------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
<TABLE>
<CAPTION>
DELAWARE 0-27314 11-2994671
-------- ------- ----------
<S> <C> <C>
State or Other Jurisdiction Commission (IRS Employer
of Incorporation File Number Identification No.)
</TABLE>
<TABLE>
<S> <C>
565 Taxter Road, Elmsford, New York 10523-5200
- --------------------------------------------------------------------------------
(Address of Principal Executive Offices) Zip Code
</TABLE>
Registrant's telephone number, including area code: (914) 592-6677
--------------
------------------------------
Former name or former address,
if changed since last report
<PAGE> 2
Item 7. Financial Statements, Pro Forma Financial Information
and Exhibits
(c) Exhibits
a-1* Report of Independent Auditors
a-2* Statements of Financial Condition at June 30,
1996 (unaudited) and December 31, 1995 and 1994
a-3* Statements of Operations for the six months ended
June 30, 1996 (unaudited) and 1995 (unaudited)
and the years ended December 31, 1995, 1994 and
1993
a-4* Statements of Stockholders' Equity for the years
ended December 31, 1995, 1994 and 1993 and for
the six months ended June 30, 1996 (unaudited)
a-5* Statements of Cash Flows for the six months ended
June 30, 1996 (unaudited) and 1995 (unaudited)
and the years ended December 31, 1995, 1994 and
1993
a-6* Notes to Financial Statements
b-1* Unaudited Pro Forma Consolidated Statement of
Operations for the year ended December 31, 1995
and the six months ended June 30, 1996
2.1** Agreement for the Sale and Purchase of the Entire
Issued Share Capital of Heritable Group Limited,
dated June 14, 1996
23.1 Consent of Independent Auditors
99.1** Press Release, dated June 14, 1996
* Filed previously in Form 8-K/A
** Filed previously in Form 8-K
<PAGE> 3
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this Current Report on Form 8-K/A to be signed on
its behalf by the undersigned hereunto duly authorized.
CITYSCAPE FINANCIAL CORP.
(Registrant)
By: /s/ Robert Grosser
------------------
Name: Robert Grosser
Title: President
Dated: September 11, 1996
<PAGE> 4
INDEX TO EXHIBITS
<TABLE>
<CAPTION>
EXHIBITS DESCRIPTION PAGE
- -------- ----------- ----
<S> <C> <C>
a-1* Report of Independent Auditors
a-2* Statements of Financial Condition at June 30, 1996
(unaudited) and December 31, 1995 and 1994
a-3* Statements of Operations for the six months ended
June 30, 1996 (unaudited) and 1995 (unaudited) and
the years ended December 31, 1995, 1994 and 1993
a-4* Statements of Stockholders' Equity for the years
ended December 31, 1995, 1994 and 1993 and for the six months
ended June 30, 1996 (unaudited)
a-5* Statements of Cash Flows for the six months ended
June 30, 1996 (unaudited) and 1995 (unaudited) and
the years ended December 31, 1995, 1994 and 1993
a-6* Notes to Financial Statements
b-1* Unaudited Pro Forma Consolidated Statement of
Operations for the year ended December 31, 1995
and the six months ended June 30, 1996
2.1** Agreement for the Sale and Purchase of the Entire
Issued Share Capital of Heritable Group Limited,
dated June 14, 1996
23.1 Consent of Independent Auditors
99.1** Press Release, dated June 14, 1996
</TABLE>
- ---------
* Filed previously in Form 8-K/A
** Filed previously in Form 8-K
<PAGE> 1
Exhibit 23.1
INDEPENDENT AUDITORS' CONSENT
We consent to inclusion on Form 8-K/A of our report, dated April 2, 1996, for
the periods ended December 31, 1995 and 1994 relating to Heritable Finance
Limited.
/s/ KPMG
KPMG
London, England
September 11, 1996