<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G/A
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
Cityscape Financial Corp.
-----------------------------------------
(Name of Issuer)
Common Stock, par value $0.01 per share
-----------------------------------------
(Title of Class of Securities)
178 778 106
-----------------------------------------
(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
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 6 Pages
<PAGE> 2
CUSIP NO. 178 778 106 13G/A PAGE 2 OF 6 PAGES
1 NAME OF REPORTING PERSON
S.S OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Robert Grosser
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
Not Applicable.
(a) [ ]
(b) [ ]
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States
5 SOLE VOTING POWER** 5,270,684***
NUMBER OF 6 SHARED VOTING POWER None
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING 7 SOLE DISPOSITIVE POWER** 5,270,684***
PERSON
WITH
8 SHARED DISPOSITIVE POWER None
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON**
5,270,684 shares of Common Stock.***
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES *
Not Applicable.
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9**
17.8%
12 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTION BEFORE FILLING OUT!
This information statement on Schedule 13G is being filed by Robert Grosser
in order to amend the form of Schedule 13G previously filed for December 31,
1995. The purposes of this amendment are to refile electronically with the
Securities and Exchange Commission the previously filed Schedule 13G, attached
hereto as Exhibit A, in accordance with Rule 101(a)(2)(ii) of Regulation S-T
and to amend such previously filed Schedule 13G.
** as of December 31, 1996.
***Includes 640 shares owned by Mr. Grosser's spouse for which Mr. Grosser
disclaims beneficial ownership.
<PAGE> 3
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 10549
---------------------------------
SCHEDULE 13G UNDER THE SECURITIES
EXCHANGE ACT OF 1934
---------------------------------
Item 1. (a). Name of Issuer: Cityscape Financial Corp. (the "Issuer")
(b). Address of Issuer's Principal Executive Offices:
565 Taxter Road
Elmsford, New York 10523
Item 2. (a). Name of Person Filing:
Robert Grosser
(b). Address of Principal Business Office:
565 Taxter Road
Elmsford, New York 10523
Page 3 of 6 Pages
<PAGE> 4
Item 2. (c). Citizenship: United States
(d). Title of Class of Securities: Common Stock, par value
$0.01 per share. The Issuer's Common Stock is registered
under Section 12 of the Act.
(e). CUSIP Number:
178 778 106
Item 3. This statement is filed pursuant to Rule 13d-2(b) by Robert
Grosser.
Item 4. Ownership.
(a). Amount Beneficially Owned**
5,270,684***
(b). Percent of Class:**
17.8%
(c). Number of Shares as to which Robert Grosser has:
(i) sole power to vote or to direct the vote
5,270,684***
(ii) shared power to vote or to direct the vote None
(iii) sole power to dispose or to direct the
disposition of 5,270,684***
(iv) shared power to dispose or to direct the
disposition of None
** as of December 31, 1996.
***Includes 640 shares owned by Mr. Grosser's spouse for which Mr. Grosser
disclaims beneficial ownership.
Page 4 of 6 Pages
<PAGE> 5
Item 5. Ownership of Five Percent or Less of a Class:
Not Applicable.
Item 6. Ownership of More Than Five Percent on Behalf of Another
Person:
Not Applicable.
Item 7. Identification and Classification of Subsidiaries which
Acquired the Security Being Reported on by the Parent
Holding Company:
Not Applicable.
Item 8. Identification and Classification of Members of the Group:
Not Applicable.
Page 5 of 6 Pages
<PAGE> 6
Item 9. Notice of Dissolution of Group:
Not Applicable.
Item 10. Certification: Not Applicable.
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 purpose or effect.
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.
By: /s/ Robert Grosser
------------------------
Title:
Dated: 2/13/97
Page 6 of 6 Pages
<PAGE> 7
EXHIBIT INDEX
EX-99 Original Schedule 13G
<PAGE> 1
<PAGE> 2
Exhibit A
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. )*
Cityscape Financial Corp.
-----------------------------------------
(Name of Issuer)
Common Stock, par value $0.01 per share
-----------------------------------------
(Title of Class of Securities)
178 778 106
-----------------------------------------
(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
<PAGE> 3
CUSIP NO. 178 778 106 13G PAGE 2 OF 5 PAGES
1 NAME OF REPORTING PERSON
S.S OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Robert Grosser
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [ ]
Not applicable
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States
5 SOLE VOTING POWER**
2,760,000
NUMBER OF 6 SHARED VOTING POWER**
SHARES None
BENEFICIALLY
OWNED BY
EACH
REPORTING 7 SOLE DISPOSITIVE POWER**
PERSON
WITH 2,760,000
8 SHARED DISPOSITIVE POWER**
None
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,760,000 shares of Common Stock**
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
Not applicable
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
19.1%**
12 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTION BEFORE FILLING OUT!
**as of December 31, 1995
<PAGE> 4
CUSIP NO. 178 778 106 13G PAGE 3 OF 5 PAGES
Item 1. Issuer:
(a) Name of Issuer:
Cityscape Financial Corp. (the "Issuer")
(b) Address of Issuer's Principal Executive Offices:
565 Taxter Road
Elmsford, New York 10523
Item 2. Security and Background:
(a) Name of Person Filing:
Robert Grosser
(b) Principal Business Address:
565 Taxter Road
Elmsford, New York 10523
(c) Citizenship:
United States
(d). Title and Class of Securities:
Common Stock, par value $0.01 per share. The Issuer's Common
Stock is registered under Section 12 of the Act.
(e) CUSIP No.:
178 778 106
Item 3. Filings under Rules 13d-1(b) or 13d-2(b).
Not applicable.
Item 4. Ownership.**
(a) Amount Beneficially Owned:
2,760,000 shares
-------------------------
**as of December 31, 1995
<PAGE> 5
CUSIP NO. 178 778 106 13G PAGE 4 OF 5 PAGES
(b) Percent of Class:
19.1%
(c) Voting and Dispositive Power:
(i) Sole power to vote or to direct the vote: 2,760,000
(ii) Shared power to vote or to direct the vote: None
(iii) Sole power to dispose or to direct the
disposition of: 2,760,000
(iv) Shared power to dispose or to direct the
disposition of: None
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 [ ].
Not applicable.
Item 6. Ownership of More than Five Percent on Behalf of
Another Person.
Not applicable.
Item 7. Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported on By the Parent Holding
Company.
Not applicable.
Item 8. Identification and Classification of Members of the Group.
Not applicable.
Item 9. Notice of Dissolution of Group.
Not applicable.
Item 10. Certification.
Not applicable.
<PAGE> 6
CUSIP NO. 178 778 106 13G PAGE 5 OF 5 PAGES
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief,
the undersigned certifies that the information set forth in this statement is
true, complete and correct.
/s/ Robert Grosser
Dated: February 9, 1996 ----------------------------
Robert Grosser
Chief Executive Officer,
President and Director
