UNITED
STATES SECURITIES AND EXCHANGE
COMMISSION
Washington, D.C. 20549 FORM 10-QSB x

QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE
  ACT OF 1934For the quarterly period ended: March 31, 2006o

TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE
ACTFor the transition period from _______ to ________ Commission file number 1-8601 CREDITRISKMONITOR.COM, INC.(Exact name of small business issuer as specified in its
charter)  Nevada

36-2972588(State or other jurisdiction of
  incorporation or organization)

(I.R.S. Employer Identification No.)  704 Executive Boulevard, Suite A
  Valley Cottage, New York 10989(Address of principal executive offices)(845) 230-3000(Issuers telephone number) Check whether
the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of
the Exchange Act during the past 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. Yes x   No
o
 Indicated by
check mark whether the registrant is a shell company (as defined by Rule 12b-2
of the Exchange Act). Yes o   No
x
 APPLICABLE ONLY TO ISSUERS INVOLVED IN
BANKRUPTCY
PROCEEDINGS DURING THE PAST FIVE YEARS Check whether
the registrant filed all documents and reports required to be filed by Sections
12, 13 or 15(d) of the Exchange Act after the distribution of securities under
a plan confirmed by a court. Yes o   No
o
 APPLICABLE ONLY TO CORPORATE ISSUERS State the
number of shares outstanding of each of the issuers classes of common equity,
as of the latest practical date: Common stock $.01 par value  7,679,462 shares outstanding as of
  April 28, 2006. Transitional
Small Business Disclosure Format (check one): Yes o   No
x    CREDITRISKMONITOR.COM, INC. AND SUBSIDIARY
INDEX

PagePART I.
  FINANCIAL INFORMATIONItem 1. Financial StatementsConsolidated Balance Sheets  March 31, 2006
  (Unaudited) and December 31, 2005


2Consolidated Statements of Operations for the Three
  Months Ended March 31, 2006 and 2005 (Unaudited)


3Consolidated Statements of Cash Flows for the Three
  Months Ended March 31, 2006 and 2005 (Unaudited)


4Condensed Notes to Consolidated Financial Statements


5Item 2. Managements Discussion and Analysis of Financial
  Condition and Results of Operations


9Item 3. Controls and Procedures


12PART II.
  OTHER INFORMATIONItem 2. Changes in Securities and Small Business
  Issuer Purchases of Equity Securities


13Item 6. Exhibits


13SIGNATURES


14EXHIBITS31.1

Certification of Chief
  Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002


1531.2

Certification of Chief
  Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002


1732.1

Certification of Chief
  Executive Officer Pursuant to18 U.S.C. Section 1350, as Adopted Pursuant to
  Section 906 of the Sarbanes-Oxley Act of 2002


1932.2

Certification of Chief
  Financial Officer Pursuant to18 U.S.C. Section 1350, as Adopted Pursuant to
  Section 906 of the Sarbanes-Oxley Act of 2002


201

PART
I. FINANCIAL INFORMATION

Item
1. Financial Statements

CREDITRISKMONITOR.COM, INC. AND SUBSIDIARYCONSOLIDATED BALANCE SHEETS
MARCH 31, 2006 AND DECEMBER 31, 2005

March 31,

Dec. 31,2006

2005(Unaudited)ASSETSCurrent assets:Cash and cash
equivalents

$
2,176,379

$
2,034,786Accounts
receivable, net of allowance


538,230


658,603Other current
assets


151,906


191,137Total current
assets


2,866,515


2,884,526Property and equipment,
net


143,682


153,689Goodwill


1,954,460


1,954,460Prepaid and other
assets


46,866


33,854Total
assets

$
5,011,523

$
5,026,529LIABILITIES AND
STOCKHOLDERS EQUITYCurrent liabilities:Deferred
revenue

$
2,658,180

$
2,607,569Accounts
payable


64,767


125,590Accrued
expenses


206,613


157,676Current
portion of long-term debt


113,773


110,893Current
portion of capitalized lease
  obligations


27,191


26,467Total current
liabilities


3,070,524


3,028,195Long-term debt, net of current
portion:Promissory
note


380,263


409,810Capitalized
lease obligations


11,362


18,437391,625


428,247Other liabilities


96,545


95,812Total
liabilities


3,558,694


3,552,254Stockholders
equity:Preferred
stock, $.01 par value; authorized
  5,000,000 shares; none issued





Common stock,
$.01 par value; authorized
  25,000,000 shares; issued and outstanding 7,679,462 shares


76,794


76,794Additional
paid-in capital


28,129,950


28,122,383Accumulated
deficit


(26,753,915
)

(26,724,902
)Total
stockholders equity


1,452,829


1,474,275Total
liabilities and stockholders equity

$
5,011,523

$
5,026,529See accompanying condensed notes to consolidated financial
statements.

2

CREDITRISKMONITOR.COM, INC. AND SUBSIDIARYCONSOLIDATED STATEMENTS OF OPERATIONS
FOR THE THREE MONTHS ENDED MARCH 31, 2006 AND 2005
(Unaudited)

2006

2005Operating revenues

$
1,027,845

$
895,254Operating expenses:Data and
product costs


320,392


239,376Selling,
general and administrative expenses


715,937


682,219Depreciation
and amortization


16,251


16,542Total
operating expenses


1,052,580


938,137Loss from operations


(24,735
)

(42,883
)Other income


13,880


2,743Interest expense


(14,502
)

(17,834
)Loss before income
taxes


(25,357
)

(57,974
)Provision for state and local
income taxes


(3,656
)

(1,175
)Net loss

$
(29,013
)
$
(59,149
)Net loss per share of common
stock:Basic and
diluted

$
(0.00
)
$
(0.01
)Weighted average number of
common shares outstanding:Basic and
diluted


7,679,462


7,679,462See accompanying condensed notes to consolidated financial
statements.

3

CREDITRISKMONITOR.COM, INC. AND SUBSIDIARYCONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE THREE MONTHS ENDED MARCH 31, 2006 AND 2005
(Unaudited)

2006

2005Cash flows from operating
activities:Net loss

$
(29,013
)
$
(59,149
)Adjustments to reconcile net
loss to net
  cash provided by operating activities:Depreciation


16,251


16,542Deferred rent


733


1,424Stock-based
compensation


7,567


Changes in operating assets and
  liabilities:Accounts receivable


120,373


265,156Other current assets


39,231


78,114Prepaid and other
assets


(13,012
)

(12,952
)Deferred revenue


50,611


(138,661
)Accounts payable


(60,823
)

(30,272
)Accrued expenses


48,937


(26,894
)Net cash provided by operating
activities


180,855


93,308Cash flows from investing
activities:Purchase of property and
equipment


(6,244
)

(15,090
)Net cash used in investing
activities


(6,244
)

(15,090
)Cash flows from financing
activities:Payments on promissory
note


(26,667
)

(24,068
)Payments on capital lease
obligations


(6,351
)

(7,049
)Net cash used in financing
activities


(33,018
)

(31,117
)Net increase in cash and cash
equivalents


141,593


47,101Cash and cash equivalents at
beginning of
  period


2,034,786


877,025Cash and cash equivalents at
end of period

$
2,176,379

$
924,126See accompanying condensed notes to
consolidated financial statements.

4

CREDITRISKMONITOR.COM, INC. AND SUBSIDIARYCONDENSED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)

(1) Basis of
Presentation

The condensed
consolidated financial statements included herein have been prepared by
CreditRiskMonitor.com, Inc. (the Company or CRM), without audit, pursuant
to the rules and regulations of the Securities and Exchange Commission. Certain
information and footnote disclosures normally included in consolidated
financial statements prepared in accordance with accounting principles
generally accepted in the United States have been condensed or omitted pursuant
to such rules and regulations, although the Company believes that the
disclosures herein are adequate to make the information presented not
misleading. These financial statements should be read in conjunction with the
audited financial statements and the notes thereto in the Companys annual
report on Form 10-KSB for the year ended December 31, 2005.

In the opinion
of the Company, the unaudited consolidated financial statements reflect all
adjustments (consisting of normal recurring adjustments) considered necessary
to present fairly the Companys financial position as of March 31, 2006 and its
results of operations and cash flows for the periods ended March 31, 2006 and
2005.

Results of
operations for the three-month periods ended March 31, 2006 and 2005 are not
necessarily indicative of the results of a full year.

Certain prior
year amounts have been reclassified to conform with the fiscal 2006
presentation.

(2)
Stock-Based Compensation

The Companys
1998 Long-Term Incentive Plan authorizes the grant of incentive stock options,
non-qualified stock options, stock appreciation rights (SARs), restricted
stock, bonus stock, and performance shares to employees, consultants, and
non-employee directors of the Company. The exercise price of each option shall
not be less than the fair market value of the common stock at the date of
grant. The total number of the Companys shares that may be awarded under this
plan is 1,500,000 shares of common stock. At March 31, 2006, there were options
outstanding for 734,500 shares of common stock under this plan.

Options expire
on the date determined, but not more than ten years from the date of grant. The
plan terminates ten years from the date of stockholder approval. All of the
options granted may be exercised after three years in installments upon the
Company attaining certain specified gross revenue and pre-tax margin
objectives, unless such objectives are modified in the sole discretion by the
Board of Directors. No modifications to these criteria have been made.

Notwithstanding
that the objectives may not be met in whole or in part, these options will vest
in full on a date that is two years prior to the expiration date of the option
or, in the event of a change in control (as defined), will vest in full at time
of such change in control.

5

Prior to
January 1, 2006 the Company accounted for stock-based compensation under the
Financial Accounting Standards Boards (FASB) Statement of Financial
Accounting Standards (SFAS) No. 123 Accounting for Stock-Based Compensation
(SFAS 123). As permitted under this standard, compensation cost was
recognized using the intrinsic value method in accordance with the provisions
of Accounting Principles Board Opinion No. 25, Accounting for Stock Issued to
Employees (APB 25) and related interpretations. Effective January 1, 2006,
the Company has adopted SFAS No. 123R, Share-Based Payment (SFAS 123R)
using the modified-prospective transition method. Under this transition method,
compensation cost recognized in the first quarter of 2006 includes (a)
compensation cost for all share-based payments granted prior to, but not yet
vested as of December 31, 2005, based on the grant date fair value estimated in
accordance with the original provisions of SFAS 123, and (b) compensation cost
for all share-based payments granted on or subsequent to January 1, 2006, based
on the grant date fair value estimated in accordance with the provisions of
SFAS 123R. Results for prior periods have not been restated. In March 2005, the
Securities and Exchange Commission (SEC) issued Staff Accounting Bulletin No.
107, which expresses views of the SEC staff and provides interpretive guidance
regarding the application of SFAS 123R.

APB 25 did not
require any compensation expense to be recorded in the financial statements if
the exercise price of the award was not less than the market price on the date
of grant. Since all options granted by the Company had exercise prices equal or
greater than the market price on the date of grant, no compensation expense was
recognized for stock option grants prior to January 1, 2006.

During the
quarter ended March 31, 2006, the Company recognized stock-based compensation
expenses of $7,567 related to outstanding stock options according to the
provisions of SFAS 123R, using the modified-prospective transition method.

Prior to the
adoption of SFAS 123R and for the three months ended March 31, 2006, no tax
benefits from the exercise of stock options has been recognized as no options
have been exercised. Any future excess tax benefits derived from the exercise
of stock options will be recorded prospectively and reported as cash flows from
financing activities in accordance with SFAS 123R.

The following
table illustrates the pro forma effect on operating results and per share
information had the Company accounted for share-based compensation in
accordance with SFAS 123 for the quarter ended March 31, 2005:

6

2005Net lossAs reported

$
(59,149
)Add: Stock-based employee
compensation expense included in reported
  net loss, net of related tax effects


Less: Total stock-based
employee compensation expense determined under
  fair value based method for all awards, net of related tax benefits or
  effects


245Pro forma

$
(58,904
)Net loss per share  basic
and dilutedAs reported

$
(0.01
)Pro forma

$
(0.01
)The above pro
forma stock-based employee compensation cost was determined under the fair
value based method and was calculated using the Black-Scholes option valuation
model with the following weighted-average assumptions:

Risk-free interests rate


4.19
%Dividend yield


0.00
%Volatility factor


0.69Weighted-average expected
  life of options (in years)


9The
Black-Scholes option valuation model was developed for use in estimating the
fair value of traded options, which have no vesting restrictions, are fully
transferable, and do not include a discount for large block trades. In
addition, option valuation models require the input of highly subjective
assumptions including the expected stock price volatility, expected life of the
option and other estimates. Because the Companys employee stock options have
characteristics significantly different from those of traded options, and
because changes in the subjective input assumptions can materially affect the
fair value estimate, in managements opinion, the existing models do not
necessarily provide a reliable single measure of the fair value of its employee
stock options.

The table
below summarizes stock option activity pursuant to our plan for the three
months ended March 31, 2006:

Shares

Weighted-
  Average
  Exercise
  Price

Weighted
  Average
  Remaining
  Contractual
  Term

Aggregate
  Intrinsic
  ValueOutstanding at beginning of
period


737,500

$
0.9461Granted





Exercised





Cancelled


(3,000
)
$
1.5000Outstanding at end of
period


734,500

$
0.9439

6.75


$
276,917Exercisable at end of
period


39,000

$
2.8462

0.43


$
4,4997

As of March 31, 2006, there was $205,202 of total unrecognized compensation cost
related to nonvested  share-based  compensation  arrangements  granted under the
Plan. That cost is expected to be recognized over a  weighted-average  period of
4.83 years.


The following
tables summarize the range of exercise prices and the weighted average
remaining contractual life of the options outstanding and the range of exercise
prices for the options exercisable at March 31, 2006:

Options Outstanding

Options ExercisableRange of
  Exercise Prices

Number
  Outstanding

Weighted
  Average
  Remaining
  Contractual
  Life
  (in years)

Weighted
  Average
  Exercise
  Price

NumberExercisable

Weighted
  Average
  Exercise
  Price$  0.0001 -
  $  0.9900


150,000

2.45


$
0.0001


$  1.0000 -
  $  1.2000


461,500

7.90


$
1.0000


15,000

$
1.0000$  1.2100 -
  $  1.6500


99,000

9.58


$
1.3712$  1.6600 -
  $  4.0000


24,000

0.25


$
4.0000


24,000

$
4.0000734,500

6.75


$
0.9439


39,000

$
2.8462(3) Other
Recently Issued Accounting Standards

The FASB and
the SEC had issued certain accounting pronouncements as of March 31, 2006 that
will become effective in subsequent periods; however, management does not
believe that any of those pronouncements would have significantly affected our
financial accounting measurements or disclosures had they been in effect during
the interim periods for which financial statements are included in this
quarterly report.

(4) Net Loss
Per Share

The
computation of diluted net loss per share excludes the effects of the assumed
exercise of all options since their inclusion would be anti-dilutive. During
the three months ended March 31, 2006 and 2005, 734,500 and 556,500 options,
respectively, were excluded because the Company had losses in those periods.

8

Item 2. Managements
Discussion and Analysis of Financial Condition and Results of Operations

FINANCIAL CONDITION, LIQUIDITY
AND CAPITAL RESOURCES

At March 31, 2006, the Company
had cash and cash equivalents of $2.18 million compared to $2.03 million at December
31, 2005. The Companys working capital deficit at March 31, 2006 was
approximately $204,000 compared to a working capital deficit of approximately
$144,000 at December 31, 2005, due primarily to a decrease of $120,000 in
accounts receivable, an increase of $51,000 in deferred revenue, an increase of
$49,000 in accrued expenses and a decrease of $39,000 in other current assets
offset somewhat by an increase of $142,000 in cash and a decrease of $61,000 in
accounts payable. Additionally, the working capital deficit at March 31,
2006 is mainly derived from $2.66 million in deferred revenue, which should not
require any future cash outlay other than the cost of preparation and delivery
of the applicable commercial credit reports. The deferred revenue is recognized
as income over the subscription term, which approximates twelve months. The Company has no bank lines of credit or other
currently available credit sources.

The Company believes that it will have sufficient
resources to meet its working capital and capital expenditure needs, including
debt service, for the foreseeable future.

OFF-BALANCE SHEET ARRANGEMENTS

The Company is not a party to
any off-balance sheet arrangements.

RESULTS OF OPERATIONS

3 Months Ended March 31,2006

2005%of
Total 
  Operating



% of Total
  OperatingAmount

Revenues

Amount

RevenuesOperating
revenues

$
1,027,845


100.00
%
$
895,254


100.00
%Operating
expenses:Data and
product costs


320,392


31.17
%

239,376


26.74
%Selling,
general & administrative


715,937


69.65
%

682,219


76.20
%Depreciation
and amortization


16,251


1.58
%

16,542


1.85
%Total
operating expenses


1,052,580


102.40
%

938,137


104.79
%Loss from
operations


(24,735
)

-2.40
%

(42,883
)

-4.79
%Other
income


13,880


1.35
%

2,743


0.30
%Interest
expense


(14,502
)

-1.41
%

(17,834
)

-1.99
%Loss before
income taxes


(25,357
)

-2.46
%

(57,974
)

-6.48
%Provision for
income taxes


(3,656
)

-0.36
%

(1,175
)

-0.13
%Net
loss

$
(29,013
)

-2.82
%
$
(59,149
)

-6.61
%Operating revenues
increased 15% for the three months ended March 31, 2006. This increase was
primarily due to an increase in the number of subscribers to the Companys
Internet subscription service offset in part by a decrease in the number of
subscribers to the Companys subscription service for third-party international
credit reports.

Data and product costs increased 34% for the first
quarter of 2006 compared to the same period of fiscal 2005. This increase was
primarily due to higher

9

salary and related employee benefits, including the
hiring of additional quality control personnel, as well as the cost of new
third-party content added to the Companys website.

Selling, general and administrative expenses increased
5% for the first quarter of fiscal 2006 compared to the same period of fiscal
2005. This increase was primarily due to higher salary and related employee
benefit costs as the result of an increase in the Companys sales force during
the past 12 months and an increase in marketing expenses, partially offset by a
decrease in professional fees as a result of the settlement of the Litigation
that was reached during last years second quarter, as previously reported.

Depreciation and amortization decreased 2% for the
first quarter of fiscal 2006 compared to the same period of fiscal 2005. This
decrease was due to a lower depreciable asset base during the quarter, as
certain items have been fully depreciated but are still in use, partially
offset by depreciation expense recorded for assets purchased during the past 12
months.

Other income increased 406% for
first quarter of fiscal 2006 compared to the same period last year. This
increase was primarily due to the settlement proceeds received at the end of
April 2005 that were invested in interest bearing accounts as well as a higher
interest rate received on funds invested in interest bearing accounts during
the current period compared to the same period last year.

Interest expense decreased 19%
for the first quarter of fiscal 2006 compared to the same period of fiscal
2005. This decrease was primarily due to a lower outstanding promissory note
balance.

The Company reported a net loss
of $29,000 versus a net loss of $59,000 for the three months ended March 31,
2006 and 2005, respectively.

FUTURE OPERATIONS

The Company over time intends to expand its operations
by expanding the breadth and depth of its product and service offerings and
introducing new and complementary products. Gross margins attributable to new
business areas may be lower than those associated with the Companys existing
business activities.

As a result of the Companys limited operating history
and the evolving nature of the markets in which it competes, the Companys
ability to accurately forecast its revenues, gross profits and operating
expenses as a percentage of net sales is limited. The Companys current and
future expense levels are based largely on its investment plans and estimates
of future revenues. To a large extent these costs do not vary with revenue.
Sales and operating results generally depend on the Companys ability to
attract and retain customers and the volume of and timing of their
subscriptions for the Companys services, which are difficult to forecast. The
Company may be unable to adjust spending in a timely manner to compensate for
any unexpected revenue shortfall. Accordingly, any significant shortfall in
revenues in relation to the Companys planned expenditures would have an
immediate adverse effect on the Companys business, prospects, financial
condition and results of operations. Further, as a strategic response to
changes in the competitive environment, the Company may from time to time make
certain pricing, service, marketing or acquisition decisions that could have a

10

material adverse effect on its business, prospects,
financial condition and results of operations.

Achieving profitability depends on the Companys
ability to generate and sustain increased revenue levels. The Company believes
that its success will depend in large part on its ability to (i) increase its
brand awareness, (ii) provide its customers with outstanding value, thus
encouraging customer renewals, and (iii) achieve sufficient sales volume to
realize economies of scale. Accordingly, the Company intends to continue to
invest in marketing and promotion, product development and technology and
operating infrastructure development. There can be no assurance that the
Company will be able to achieve these objectives within a meaningful time
frame.

The Company expects to experience significant
fluctuations in its future quarterly operating results due to a variety of
factors, some of which are outside the Companys control. Factors that may
adversely affect the Companys quarterly operating results include, among
others, (i) the Companys ability to retain existing customers, attract new
customers at a steady rate and maintain customer satisfaction, (ii) the
Companys ability to maintain gross margins in its existing business and in
future product lines and markets, (iii) the development of new services and
products by the Company and its competitors, (iv) price competition, (v) the
level of use of the Internet and online services and increasing acceptance of
the Internet and other online services for the purchase of products such as
those offered by the Company, (vi) the Companys ability to upgrade and develop
its systems and infrastructure, (vii) the Companys ability to attract new
personnel in a timely and effective manner, (viii) the level of traffic on the
Companys Web site, (ix) the Companys ability to manage effectively its
development of new business segments and markets, (x) the Companys ability to
successfully manage the integration of operations and technology of
acquisitions or other business combinations, (xi) technical difficulties,
system downtime or Internet brownouts, (xii) the amount and timing of operating
costs and capital expenditures relating to expansion of the Companys business,
operations and infrastructure, (xiii) governmental regulation and taxation
policies, (xiv) disruptions in service by common carriers due to strikes or
otherwise, (xv) risks of fire or other casualty, (xvi) litigation costs or
other unanticipated expenses, (xvii) interest rate risks and inflationary pressures,
and (xviii) general economic conditions and economic conditions specific to the
Internet and online commerce.

Due to the foregoing factors and the Companys limited
forecasting abilities, the Company believes that period-to-period comparisons
of its revenues and operating results are not necessarily meaningful and should
not be relied on as an indication of future performance.

FORWARD-LOOKING STATEMENTS

This Quarterly Report on Form 10-QSB may contain
forward-looking statements, including statements regarding future prospects,
industry trends, competitive conditions and litigation issues. Any statements
contained herein that are not statements of historical fact may be deemed to be
forward-looking statements. Without limiting the foregoing, the words believes,
expects, anticipates, plans or words of similar meaning are intended to
identify forward-looking statements. This notice is intended to take advantage
of the safe harbor provided by the Private Securities Litigation Reform Act
of 1995 with respect to such forward-looking statements. These forward-looking
statements involve a

11

number of risks and uncertainties. Among others,
factors that could cause actual results to differ materially from the Companys
beliefs or expectations are those listed under Results of Operations and
other factors referenced herein or from time to time as risk factors or
otherwise in the Companys Registration Statements or Securities and Exchange
Commission reports.

Item 3. Controls and
Procedures

The Companys management, with the participation of
the Companys Chief Executive Officer and Chief Financial Officer, has
evaluated the effectiveness of the Companys disclosure controls and procedures
(as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Securities
Exchange Act of 1934, as amended) as of the end of the period covered by this
report. Based on that evaluation, the Companys Chief Executive Officer and
Chief Financial Officer have concluded that, as of the end of such period, the
Companys disclosure controls and procedures are effective.

There have not been any changes in the Companys
internal control over financial reporting (as such term is defined in Rules
13a-15(f) and 15d-15(f) under the Securities Exchange Act of 1934, as amended)
during our most recent fiscal quarter that have materially affected, or are
reasonably likely to materially affect, the Companys internal control over
financial reporting. Management is aware that there is a lack of segregation of
duties due to the small number of employees dealing with general administrative
and financial matters. However, management has decided that considering the
employees involved and the control procedures in place, risks associated with
such lack of segregation are insignificant and the potential benefit of adding
employees to clearly segregate duties do not justify the expenses associated
with such increase.

12

PART II. OTHER
INFORMATION

Item 2. Changes in
Securities and Small Business Issuer Purchases of Equity Securities

The Company is prohibited from paying dividends
pursuant to the Loan Security Agreement that secures its Secured Promissory
Note with Market Guide Inc.

Item 6. Exhibits

31.1
Certification of Chief Executive Officer Pursuant to
  Section 302 of the Sarbanes-Oxley Act of 2002.31.2
Certification of Chief Financial Officer Pursuant to
  Section 302 of the Sarbanes-Oxley Act of 2002.32.1
Certification of Chief Executive Officer Pursuant to
  18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley
  Act of 2002.32.2
Certification of Chief Financial Officer Pursuant to
  18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the
  Sarbanes-Oxley Act of 2002.13

SIGNATURES

In accordance with the requirements of the Exchange
Act, the Registrant caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.

CREDITRISKMONITOR.COM, INC.(REGISTRANT)Date: May 15, 2006
By: /s/ Lawrence FensterstockLawrence FensterstockChief Financial Officer14