AMC FINANCIAL INC
8-K, 2000-05-03
MORTGAGE BANKERS & LOAN CORRESPONDENTS
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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 8-K

                                 CURRENT REPORT
     Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934



                Date of Report (Date of earliest event reported)
                            MAY 3, 2000 (MAY 2, 2000)

                               AMC FINANCIAL, INC.
              Exact Name of Registrant as Specified in its Charter


       DELAWARE                    0-27314
       State of              Commission File Number            11-2994671
   Incorporation or                                        I.R.S. Employer
     Organization                                         Identification No.


        11111 WILCREST GREEN
             SUITE 250                                  77042
           HOUSTON, TEXAS                             (Zip Code)
   Address of Principal Executive
              Offices

                                 (713) 787-0100
                         Registrant's telephone number,
                               including area code




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<PAGE>
                    INFORMATION TO BE INCLUDED IN THE REPORT

ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS.

See Item 5.

ITEM 5.  OTHER EVENTS.

On May 2, 2000, at a special meeting (the "Special Meeting") of the Board of
Directors of the Company, the Board of Directors adopted a plan of liquidation
and dissolution of the Company (the "Plan"). Adoption of the Plan is subject to
approval by an affirmative vote of a majority of the Company's common stock
entitled to vote at the annual meeting of the Company's stockholders, which is
currently anticipated to be held in late June 2000. A press release is attached
hereto and incorporated herein.

ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.

        (a) Exhibits.  The  following  exhibits  are  filed  as  part  of this
            report:

            99.1  Press Release, dated May 2, 2000.

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<PAGE>
                                    SIGNATURE

      Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.


Dated:  May 3, 2000

                                  AMC FINANCIAL, INC.


                                  By: /s/ D. RICHARD THOMPSON
                                          D. Richard Thompson
                                          Chief Executive Officer and President

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EXHIBIT 99.1 PRESS RELEASE DATED MAY 2, 2000.


                                  PRESS RELEASE


Houston, Texas - AMC Financial, Inc. announced that on May 2, 2000, its Board of
Directors adopted a Plan of Liquidation and Dissolution, subject to shareholder
approval. On January 13, 2000, the company announced the selection of Peter J.
Solomon Company Limited to advise the company on strategic alternatives to
optimize shareholder value, which alternatives included re-entering the mortgage
loan origination business, investments, acquisitions, sale or merger of the
company to or with another entity, joint venture or liquidation. Management
immediately began working with the professionals at Peter J. Solomon Company to
provide them with information on the company.

The Board of Directors recently received the report of Peter J. Solomon Company,
which identified four possible strategic alternatives for the company; re-entry
into the mortgage loan origination and servicing business; sale of the company;
liquidation of assets and distribution of cash to shareholders upon dissolution
of the company; and maintenance of the current status of the company. Peter J.
Solomon Company recommended liquidation and dissolution of the company as the
strategy most likely to maximize shareholder value. After further consultation
with Peter J. Solomon Company about the data and assumptions underlying each
alternative, the Board of Directors resolved to pursue a strategy of liquidation
and dissolution. To that end, the Board of Directors adopted a Plan of
Liquidation and Dissolution, which will be presented to the shareholders of the
company for approval at an annual meeting of shareholders. At present, the
company anticipates calling the annual meeting of shareholders on a date in late
June 2000.

This report contains forward-looking statements that involve risks and
uncertainties. The company's actual results could differ materially from those
anticipated in these forward-looking statements as a result of certain factors
including, but not limited to, implementing one or more of the company's
strategic alternatives, legal proceedings, adverse economic conditions,
competition and other risks detailed from time to time in the company's
Securities and Exchange Commission reports. The company undertakes no obligation
to release publicly any revisions to these forward-looking statements to reflect
events or circumstances after the date hereof or to reflect the occurrence of
anticipated or unanticipated events.

AMC  Financial,  Inc.,  formerly  known as  Cityscape  Financial  Corp.,  is a
consumer finance company which, through its wholly-owned  subsidiary Cityscape
Corp.,  is in the  business of selling and holding in its  portfolio  mortgage
loans secured primarily by one-to four-family residences.

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