[The Company  inadvertently omitted the name of the independent certified public
accountants on the Report of  Independent  Certified  Public  Accountants in its
Form 10-KSB flied on March 15, 1997]

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                 FORM 10-KSB/A1

           [ ]   Annual Report Under Section 13 or 15(d) of the
                         Securities Exchange Act of 1934

           [ ]   Transition Report Under Section 13 or 15(d) of
                         the Securities Exchange Act of 1934

                      For the year ended December 31, 1996

                         Commission file number 0-20594

                                COMPSCRIPT, INC.
               ---------------------------------------------------
                 (Name of Small Business Issuer in Its Charter)

          Florida                                            65-0506539
--------------------------------                       ------------------------
(State or Other Jurisdiction of                         (I.R.S. Employer       
Incorporation or Organization)                          Identification No.)   
                                                        

                            1225 Broken Sound Parkway
                            Boca Raton, Florida 33481
            ----------------------------------------------------------
               (Address of Principal Executive Offices) (Zip Code)

                                 (407) 994-8585
            -----------------------------------------------------------
                (Issuer's Telephone Number, Including Area Code)

                  Securities registered under Section 12(b) of
                      the Securities Exchange Act of 1934:
     
   Title of Each Class               Name of Each Exchange on Which Registered
   ---------------------------------------------------------------------------
        None                                         None

               Securities registered pursuant to Section 12(g) of
                      the Securities Exchange Act of 1934:

                     Common Stock par value $.0001 per share
                     ---------------------------------------
                                (Title of Class)



<PAGE>



               Report of Independent Certified Public Accountants

The Board of Directors
 and Shareholders
CompScript, Inc.

    We have  audited the  consolidated  balance  sheet of  CompScript,  Inc. and
Subsidiaries as of December 31, 1996, and the related consolidated statements of
operations, shareholders' equity and cash flows for each of the two years in the
period  ended   December  31,  1996.   These   financial   statements   are  the
responsibility of the Company's management.  Our responsibility is to express an
opinion on these financial statements based on our audits.

    We conducted  our audits in  accordance  with  generally  accepted  auditing
standards.  Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement.  An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements.  An audit also includes
assessing the  accounting  principles  used and  significant  estimates  made by
management,  as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.

    In our opinion,  the  consolidated  financial  statements  referred to above
present fairly, in all material respects, the consolidated financial position of
CompScript,  Inc. and  Subsidiaries  at December 31, 1996, and the  consolidated
results  of their  operations  and their cash flows for each of the two years in
the period ended  December 31,  1996,  in  conformity  with  generally  accepted
accounting principles.



                                       Ernst & Young LLP




March 31, 1997
West Palm Beach, Florida





<PAGE>


                                   SIGNATURES

    In  accordance  with Section 13 or 15(d) of the  Securities  Exchange Act of
I934,  the  Registrant  has caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.


                       COMPSCRIPT, INC

                       By: /s/Brian A. Kahan
                          ------------------------------------------------------
                          Brian A. Kahan, Chairman of the Board, Chief Executive
                          Officer [Principal Executive Officer]

                       By: /s/ John F. Chiste
                          ------------------------------------------------------
                          John F. Chiste, Chief Financial Officer
                          [Principal Financial and Accounting Officer]

    In accordance with the Securities Exchange Act of 1934, this report bas been
signed below by the  following  persons on behalf of the  Registrant  and in the
capacities and on the dates indicated:

DATE: April 28, 1997   By: /s/Brian A. Kahan
                          ------------------------------------------------------
                          Brian A. Kahan. Director

DATE: April 28, 1997   By: /s/Robert J. Gardner
                          ------------------------------------------------------
                          Robert J Gardner, Director

DATE: April 28, 1997   By: /S/Paul Heimberg
                          ------------------------------------------------------
                          Paul Heimberg, Director

DATE: April 28, 1997   By: /S/Robert Edelheit
                          ------------------------------------------------------
                          Robert Edelheit, Director

DATE: April 28, 1997   By: /s/Malcolm Leonard
                          ------------------------------------------------------
                          Malcolm Leonard, Director