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                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

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                                   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
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                           CITYSCAPE FINANCIAL CORP.
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             (Exact name of registrant as specified in its charter)



        DELAWARE                  0-27314                 11-2994671
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State or Other Jurisdiction     Commission              (IRS Employer
     of Incorporation           File Number          Identification No.)  



                                                     
  565 Taxter Road, Elmsford, New York                   10523-5200
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(Address of Principal Executive Offices)                 Zip Code


Registrant's telephone number, including area code:  (914) 592-6677
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                         ------------------------------
                         Former name or former address,
                          if changed since last report
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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

                      99.1*   Press Release, dated June 14, 1996

* Filed previously in Form 8-K


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                                   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:  August 28, 1996
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                               INDEX TO EXHIBITS





EXHIBITS        DESCRIPTION                                                 PAGE
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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

99.1*           Press Release, dated June 14, 1996



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* Filed previously in Form 8-K