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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): September 14, 1998
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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 File Number (IRS Employer Identifi-
of Incorporation cation No.)
565 Taxter Road, Elmsford, New York 10523-2300
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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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N/A
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Former name or former address,
if changed since last report
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Item 5. Other Events.
On or about September 14, 1998, Elliott Associates, L.P. and Westgate
International, L.P. filed a lawsuit against Cityscape Financial Corp. (the
"Company") and certain of its officers and directors in the United States
District Court for the Southern District of New York. In the complaint,
plaintiffs describe the lawsuit as "an action for securities fraud and breach of
contract arising out of the private placement, in September 1997, of the Series
B Convertible Preferred Stock of Cityscape." Plaintiffs allege violations of
Section 10(b) of the Securities Exchange Act of 1934 (Count I); Section 20(a) of
the Securities Exchange Act of 1934 (Count II); and two breach of contract
claims against the Company (Counts III and IV). Plaintiffs allege to have
purchased a total of $20 million of such preferred stock. Plaintiffs seek
unspecified damages, including pre-judgment interest, attorneys' fees, other
expenses and court costs.
Although no assurance can be given as to the outcome of this lawsuit,
the Company believes that the allegations in this action are without merit and
that its disclosures were proper, complete and accurate. The Company intends to
defend this action vigorously and seek its early dismissal. This lawsuit,
however, if decided in favor of the plaintiffs, could have a material adverse
effect on the Company.
This report on Form 8-K contains forward-looking statements which
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 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.
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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 to be
signed on its behalf by the undersigned hereunto duly authorized.
CITYSCAPE FINANCIAL CORP.
(Registrant)
By: /s/ Tim S. Ledwick
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Name: Tim S. Ledwick
Title: Vice President and Chief
Financial Officer
Dated: September 23, 1998