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                       Securities and Exchange Commission
                             Washington, D.C. 20549

                                  FORM 10-KSB/A
                                 Amendment No. 1


[X]  Annual report under Section 13 or 15(d) of the Securities Exchange Act of
     1934
     For the fiscal year ended December 31, 2006

[ ]  Transition report under Section 13 or 15(d) of the Securities Exchange Act
     of 1934
     For the transition period from ____________ to ____________


                        Commission File Number: 000-32879


                         Velocity Asset Management, Inc.
                 ----------------------------------------------
                 (Name of Small Business Issuer in its Charter)


           Delaware                                              65-0008442
-------------------------------                              -------------------
(State or Other Jurisdiction of                               (I.R.S. Employer
 Incorporation or Organization)                              Identification No.)


    48 S. Franklin Turnpike, 3rd Floor
              Ramsey, NJ                                           07446
  ----------------------------------------                       ----------
  (Address of Principal Executive Offices)                       (Zip Code)


                                 (732) 556-9090
                ------------------------------------------------
                (Issuer's Telephone Number, Including Area Code)


          Securities Registered under Section 12(b) of the Exchange Act

         Series A Convertible Preferred Stock, par value $.001 per share
         ---------------------------------------------------------------
                                (Title of Class)


                             American Stock Exchange
                     --------------------------------------
                     (Name of exchange on which registered)


         Securities Registered under Section 12(g) of the Exchange Act:

                          Common Stock, $.001 Par Value
                          -----------------------------
                                (Title of Class)

Check whether the Company: (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 Company was required to file such reports), and (2) has been
subject to such filing requirements for the past 90 days. Yes [X] No [ ]

Check if there is no disclosure of delinquent filers in response to Item 405 of
Regulation S-B contained in this form, and no disclosure will be contained, to
the best of Company's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-KSB or any amendment to
this Form 10-KSB. [X]

Indicate by check mark whether the Company is a shell company (as defined in
Rule 12b-2 of the Exchange Act). Yes [ ] No [X]

The issuer's revenues for the year ended December 31, 2006 were $10,284,482.

<PAGE>

The aggregate market value of the voting and non-voting common equity held by
non-affiliates computed by reference to the average bid and asked price of such
common equity, as of March 1, 2007 ($2.47 per share) was $9,396,360.

State the number of shares outstanding of each of the issuer's classes of common
equity: As of March 1, 2007: 16,154,321 shares of common stock, par value $.001
per share, were outstanding.

Transitional Small Business Disclosure Format (check one): YES [ ] NO [X]

                       DOCUMENTS INCORPORATED BY REFERENCE

None.

In this report, references to "we", "us" or "our" collectively refer to Velocity
Asset Management, Inc.

                                EXPLANATORY NOTE

         This Amendment No. 1 on Form 10-KSB/A to Velocity Asset Management's
(the "Company" or the "Registrant") Annual Report on Form 10-KSB for the year
ended December 31, 2006 (the "Original Filing"), which was filed with the
Securities and Exchange Commission on April 5, 2007, is being filed to amend or
include certain charts and disclosure contained in Item 10. Executive
Compensation to conform such disclosure with the recently adopted changes in the
executive compensation disclosure regulations of the SEC.

         As a result of these amendments, the certifications pursuant to Section
302 of the Sarbanes-Oxley Act of 2002, as filed as exhibits to the Original
Filing, have been re-executed and re-filed as of the date of this Form 10-KSB/A.

         Except for the amendments described above, this Form 10-KSB/A does not
modify or update other disclosures in, or exhibits to, the Original Filing.

<PAGE>

PART III
--------

Item 10. Executive Compensation.

         Summary Compensation Table

         The following table sets forth all annualized compensation paid to our
named executive officers at the end of the fiscal years ended December 31, 2006,
2005 and 2004. Individuals we refer to as our "named executive officers" include
our Chief Executive Officer and our most highly compensated executive officers
whose salary and bonus for services rendered in all capacities exceeded $100,000
during the fiscal year ended December 31, 2006.
<TABLE>
<CAPTION>

------------------------------------------------------------------------------------------------------------------------------------
                                                   SUMMARY COMPENSATION TABLE
------------------------------------------------------------------------------------------------------------------------------------
                                                                              Non-Equity     Nonqualified
                                                                              Incentive      Deferred
                                                          Stock       Option  Plan           Compensation  All Other
Name and                                                  Awards      Awards  Compensation   Earnings      Compensation
principal position        Year   Salary ($)   Bonus ($)   ($)         ($)     ($)            ($)           ($)            Total ($)
-----------------------   ----   ----------   ----------  --------    ------  ------------   ------------  -------------  ----------
<S>                       <C>    <C>          <C>         <C>         <C>      <C>              <C>           <C>           <C>
John C. Kleinert          2006   $  215,000   $   25,000      --                                                          $  240,000
Chief Executive Officer   2005   $  175,000         --        --                                                          $  175,000
                          2004   $   37,500         --        --                                                          $   37,500

James J, Mastriani        2006   $  175,000   $   60,000  $310,000(1)                                                     $  545,000
Chief Financial Officer   2005   $  150,000   $   30,000      --                                                          $  180,000
Chief Legal Officer       2004   $   37,500   $    5,000      --                                                          $   42,500

</TABLE>

1.   On August 26, 2006 the Board of Directors approved a grant to Mr.
     Mastriani's for 200,000 restricted shares of common stock in th Company. Of
     those shares, 75,000 shares are unvested as of December 31, 2006. These
     shares will vest in increments of 25,000 shares on February 27, 2007, May
     27, 2007 and August 27, 2007, provided that he is employed by the Company
     on each date.

Narrative Disclosure to Summary Compensation Table

         On January 1, 2006, we extended our employment contract with our
President, John C. Kleinert, for a period of four years commencing from January
1, 2004 and renewable annually subject to the terms and conditions of the
contract, at an annual salary of $215,000. Mr. Kleinert devotes all of his
business time to our affairs in accordance with the terms of his employment
contract.

         On January 1, 2006, we extended our employment contract with W. Peter
Ragan, Sr. in which we agreed to employ Mr. Ragan, Sr. as our Vice President and
President of our wholly owned subsidiaries, J. Holder, Inc. and VOM, LLC, for a
period of four years, commencing from January 1, 2004 and renewable annually
subject to the terms and conditions of the contract at an annual salary of
$100,000. Mr. Ragan, Sr. devotes approximately 50% of his business time to our
affairs and the affairs of J. Holder and VOM in accordance with the terms of his
employment contract.


         On January 1, 2006, extended our employment contract with W. Peter
Ragan, Jr. in which we agreed to employ Mr. Ragan, Jr. as President of our
wholly owned subsidiary Velocity Investments, LLC, for a period of four years,
commencing from January 1, 2004 and renewable annually subject to the terms and
conditions of the contract, at an annual salary of $100,000. Mr. Ragan, Jr.
devotes approximately 50% of his business time to the affairs of Velocity
Investments, LLC in accordance with the terms of his employment contract.

                                       1
<PAGE>

         On September 8, 2004, we entered into an employment contract with James
J. Mastriani in which we agreed to employ Mr. Mastriani as our Chief Financial
Officer and our Chief Legal Officer for a period of three years ending September
1, 2007 at an annual base salary of not less than $150,000, with annual
increases and annual bonuses determined at the discretion of our board of
directors and calculated in same manner as other executives. Additionally, we
agreed to grant Mr. Mastriani equity securities pursuant to our 2004 Equity
Incentive Program. The amount, type and terms of the equity securities to be
granted to Mr. Mastriani will be determined by our board of directors and Mr.
Mastriani from time to time. During the 2006 fiscal year, Mr. Mastriani received
stock awards for 200,000, 125,000 of which vested during the 2006 fiscal year,
and the remaining 75,000 shares will vest in 25,000 increments on February 27,
2007; May 27, 2007; and August 27, 2007, provided that he is employed by the
Company on each date. Mr. Mastriani devotes all of his business time to our
affairs as provided under his employment contract.

Outstanding equity awards

The following table summarizes outstanding unexercised options, unvested stocks
and equity incentive plan awards held by each of our name executive officers.
<TABLE>
<CAPTION>

                                                          OUTSTANDING EQUITY AWARDS AT FISCAL YEAR-END
               ---------------------------------------------------------------------------------------------------------------------
                                              OPTION AWARDS                                         STOCK AWARDS
               --------------------------------------------------------------------  -----------------------------------------------
                                                                                                                       Equity
                                                                                                         Equity        Incentive
                                                Equity                                                   Incentive     Plan Awards:
                                                Incentive                            Number    Market    Plan Awards:  Market or
                                                Plan Awards:                         of        Value of  Number of     Payout Value
                              Number of         Number of                            Shares    Shares    Unearned      of Unearned
               Number of      Securities        Securities                           or Units  or Units  Shares,       Shares, Units
               Securities     Underlying        Underlying                           of Stock  of Stock  Units or      or Other
               Underlying     Unexercised       Unexercised    Option                That      That      Other Rights  Rights That
               Unexercised    Options           Unearned       Exercise  Option      Have Not  Have Not  That Have     Have Not
               Options (#)    (#)               Options        Price     Expiration  Vested    Vested    Not Vested    Vested
Name           Exercisable    Unexercisable     (#)            ($)       Date        (#)       ($)       (#)           (#)
---------      -----------    -------------     ----------     --------  ----------  --------  --------  ------------  -------------
<S>                <C>           <C>             <C>              <C>           <C>    <C>          <C>    <C>            <C>
John C.
Kleinert                --               --             --           --          --        --        --            --             --

James J.
Mastriani               --               --             --           --          --        --        --        75,000  $     116,250
</TABLE>


Outstanding Equity Awards Narrative Disclosure

On August 26, 2006 the Board of Directors approved a grant to Mr. Mastriani's
for 200,000 restricted shares of common stock in the Company. Of those shares,
75,000 shares are unvested as of December 31, 2006. These shares will vest in
increments of 25,000 shares on February 27, 2007, May 27, 2007 and August 27,
2007, provided that he is employed by the Company on each date.

Incentive Program. The amount, type and terms of the equity securities to be
granted to Mr. Mastriani will be determined by our board of directors and Mr.
Mastriani from time to time. During the 2006 fiscal year, Mr. Mastriani received
stock awards for 200,000, 125,000 of which vested during the 2006 fiscal year,
and the remaining 75,000 shares will vest in 25,000 increments on February 27,
2007; May 27, 2007; and August 27, 2007. Mr. Mastriani devotes all of his
business time to our affairs as provided under his employment contract.

Our board of directors presently consists of two of our executive officers and
three independent directors. We are not currently providing any compensation to
such members for serving in such capacity.

Compensation Pursuant to Plans. In March 2004, we approved the 2004 Equity
Incentive Program. The Program provides for the grant of incentive stock
options, nonqualified stock options, restricted stock grants, including, but not
limited to, unrestricted stock grants, as approved by the Board or a committee
of the board. Incentive stock options granted under the Program are intended to

                                       2
<PAGE>

qualify as "incentive stock options" within the meaning of Section 422 of the
Internal Revenue Code of 1986, as amended. Nonqualified stock options granted
under the Program are intended not to qualify as incentive stock options under
the Internal Revenue Code.

The total number of shares of the Company's common stock that may be issued
under the Program upon the exercise of all option granted under the Program or
the satisfaction by all recipients of all conditions necessary for the receipt
of restricted stock awards and/or unrestricted stock awards may not exceed
1,000,000, of which 500,000 shares shall be available for issuance under
incentive stock options and 500,000 shares hall be available for issuance under
nonqualified stock options, restricted stock awards and/or unrestricted stock
awards. A total of 157,000 shares have been issued under the Program.
<TABLE>
<CAPTION>

Compensation of Directors Summary Table

---------------------------------------------------------------------------------------------------------------------------
                                                     DIRECTOR COMPENSATION
---------------------------------------------------------------------------------------------------------------------------
                     Fees                                         Non-Equity     Non-Qualified
                     Earned or                                    Incentive      Deferred       All
                     Paid in        Stock          Option         Plan           Compensation   Other
Name                 Cash           Awards         Awards         Compensation   Earnings       Compensation
(a)                  ($)            ($)            ($)            ($)            ($)            ($)            Total ($)
------------------   ------------   ------------   ------------   ------------   ------------   ------------   ------------
<S>                  <C>             <C>           <C>              <C>            <C>           <C>           <C>
Steven Marcus        $      2,000             --             --             --             --             --   $      2,000
David Granatell      $      2,000             --             --             --             --             --   $      2,000
Dr. Michael Kelly    $      2,000             --             --             --             --             --   $      2,000
</TABLE>

Narrative to Director Compensation

         Fees earned or paid in cash represent a standard $1,000 per day meeting
fee received for attendance at the June 8, 2006 and December 19, 2006 Board of
Directors meetings. The Company expects to implement a director incentive plan
in Fiscal 2007.

                                       3
<PAGE>

                                   SIGNATURES

In accordance with Section 13 or 15(d) of the Exchange Act, the Company caused
this Amendment No. 1 on Form 10-KSB/A to be signed on its behalf by the
undersigned, thereunto duly authorized.

                                       VELOCITY ASSET MANAGEMENT, INC.

Dated:  June 15, 2007                  By: /s/ JOHN C. KLEINERT
                                           -------------------------------------
                                           John C. Kleinert, President,
                                           Chief Executive Officer and Director

Dated:  June 15, 2007                  By: /s/ JAMES J. MASTRIANI
                                           -------------------------------------
                                           James J. Mastriani,
                                           Chief Financial Officer and
                                           Chief Legal Officer


In accordance with the Exchange Act, this report has been signed below by the
following persons on behalf of the Company and in the capacities and on the
dates indicated.



Dated:  June 15, 2007                  By: /s/ JOHN C. KLEINERT
                                           -------------------------------------
                                           John C. Kleinert, President,
                                           Chief Executive Officer and Director

Dated:  June 15, 2007                  By: /s/ W. PETER RAGAN SR.
                                           -------------------------------------
                                           W. Peter Ragan, Sr., Director

Dated:  June 15, 2007                  By: /s/ JAMES J. MASTRIANI
                                           -------------------------------------
                                           James J. Mastriani,
                                           Chief Financial Officer,
                                           Chief Legal Officer, Treasurer &
                                           Secretary

Dated:  June 15, 2007                  By: /s/ STEVEN MARCUS
                                           -------------------------------------
                                           Steven Marcus, Director

Dated:  June 15, 2007                  By:
                                           -------------------------------------
                                           Michael Kelly, Director

Dated:  June 15, 2007                  By:
                                           -------------------------------------
                                           David Granatell, Director


                                       4