SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                   Form 10-Q

               Quarterly Report Under Section 13 or 15(d) of the

                        Securities Exchange Act of 1934


For Quarter Ended:  September 30, 1996

Commission File Number:  000-17129

                      Clark Melvin Securities Corporation
             (Exact name of registrant as specified in its charter)

            Delaware                       52-0749204
  (State of other jurisdiction of       (I.R.S. Employer
  incorporation or organization)        Identification No.)

          170 Jennifer Road, Suite 270, Annapolis, Maryland 21401
         (Address of principal executive offices)        (Zip Code)


                                 (410) 266-5250
              (Registrant's telephone number, including area code)

Indicate  by  check  mark  whether  the  registrant (1)  has  filed  all reports
required  to be  filed  by Section 13 or 15(d) of the Securities Exchange Act of
1934  during  the  preceding  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

The number of shares of the registrant's common stock, $.01 par value per share,
outstanding as of September 30, 1996 was 18,523,096.

<PAGE>

                      CLARK MELVIN SECURITIES CORPORATION

                         NOTES TO FINANCIAL STATEMENTS
                                  (Unaudited)

1.       Basis of Presentation
The statement of financial  position as of September 30, 1996, the statements of
operations for the nine month period ended  September 30, 1996, and 1995 and the
statements of cash flows for the nine month period ended  September 30, 1996 and
1995  have been  prepared  by the  Company  without  audit.  In the  opinion  of
management,  all adjustments  (which include only normal recurring  adjustments)
necessary to fairly present the financial position at September 30, 1996 and for
all periods presented have been made.

Certain  information  and footnote  disclosures  normally  included in financial
statements prepared in accordance with generally accepted accounting  principles
have been condensed or omitted.  These  financial  statements  should be read in
conjunction  with the financial  statements  and notes  thereto  included in the
Company's December 31, 1995 Annual Shareholder Report.

The  results of  operations  for the period  ended  September  30,  1996 are not
necessarily indicative of the operating results for the full year.

2.       Firm Trading Securities
Firm trading securities consisted of the following:

                                         September 30,        December 31,
                                              1996               1995
Corporate Equities                          $ 0.00             $ 0.00


3.       Stockholders' Equity

Profit  (Loss) per share of common  stock is  calculated  by dividing net profit
(loss),  less the preferred stock dividend  requirement by the weighted  average
number of common  shares  outstanding  during the period,  which was  18,523,096
shares.

4.       Income Taxes
During  1992  the  Company  adopted  Financial  Accounting  Statement  No.  109,
Accounting for Income Taxes. The Company recorded no  benefit from  income taxes
in  1995  and  a  valuation  allowance  was  provided  for the deferred asset of
$751,000.

Temporary  differences between amounts reported for financial reporting purposes
and income tax purposes are insignificant.

5.       Net Capital Requirements
The Company is subject to the  Securities  and Exchange  Commission  Uniform Net
Capital  Rule (Rule  15c3-1),  which  requires  the  maintenance  of minimum net
capital and requires  that the ratio of aggregate  indebtedness  to net capital,
both as defined,  shall not exceed 15 to 1. The Rule also  provides  that equity
capital may not be withdrawn or cash dividends paid if the resulting net capital
ratio would exceed 10 to 1.

As of September 30, 1996 the Company has net capital of  approximately  $406,382
which was  approximately  $306,382 in excess of its required net capital and the
Company's ratio of aggregate indebtedness to net capital was .37. As of December
31,  1995 the  Company  had net  capital of  approximately  $358,274,  which was
approximately  $258,274 in excess of its required net capital and the  Company's
ratio of aggregate indebtedness to net capital was .65.


<PAGE>


Item 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS AND
FINANCIAL CONDITION

Results of Operations

Revenues
Total  revenues  decreased 5% through the third  quarter of 1996 compared to the
same period in 1995.

Commission  decreased  by 16% due to  decreases in all areas of equity and fixed
income transactions.

The 60%  increase  for the first nine months of 1996 in advisory  and fee income
over the same period in 1995 is primarily due to increased volume of activity.

Interest and dividend  income  increased by 8% for the first nine months of 1996
compared  to that of 1995,  primarily  due an  increase  of cash  available  for
investment.

As of September 30, 1996, margin income increased by 56% over the same period in
1995, primarily due to increased activity in this area.

Trailer Fees  increased by 35% through the third quarter of 1996 compared to the
same period in 1995 due to an increase in activity in this area.

Expenses
Overall,  expenses decreased 7% during the first nine months of 1996 compared to
that of 1995.

Compensation  and  benefits  decreased  by 11% due to  decreases in all areas of
equity and fixed income transactions.

The  clearing  and  exchange  expenses  through  the third  quarter  of 1996 are
comparable to those over the same period in 1995.

The 14% decrease  through the third quarter in occupancy  expenses over the same
period in 1995 is due to a move made by the Annapolis office to smaller quarters
as well as a drop in equipment leasing expenses resulting from the completion of
a lease-purchase agreement.

Business  development  expenses  decreased  by 45% by the third  quarter of 1996
compared to expenses  made over the same period in 1995.  The 1995 first quarter
expenses  included a prepayment of advertising  expenses related to promotion of
tax credit seminars which was not repeated during the first quarter in 1996.

The 8% decrease in  communication  expenses through the third quarter of 1996 is
due to continuing cost-cutting measures.

The 27%  increase  in other  expenses  for the first nine  months of 1996 is due
primarily to ongoing accounting reclassifications.

Financial Position, Liquidity, and Capital Resources

The Company is  required  to comply  with the  Uniform  Net Capital  Rule of the
Securities and Exchange Commission.  The Rule is intended to measure the general
financial   soundness   and  liquidity  of   broker-dealers.   The  Company  has
consistently  exceeded the minimum net capital requirement.  As of September 30,
1996,   the  Company's  net  capital  was   approximately   $406,382  which  was
approximately $306,382 in excess of its required net capital.



<PAGE>


Item 4.    SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS


The company's  annual meeting of stockholders was held on May 28, 1996, at which
the following directors were elected by the votes indicated:
                                            For               Withhold
         Aurelio Emanuelli                  All
         James Finn                         All
         Guillermo L. Martinez              All
         Cesar Montilla, Jr.                All
         Pedro R. Vasquez                   All


<PAGE>




                                   SIGNATURES

Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned thereunto duly authorized.

                                           Clark Melvin Securities Corporation
                                                             (Registrant)

                                           By:      _______________________
                                                    Irene M. Harr
                                                    Chief Financial Officer



Date:     September 15, 1996


<PAGE>

                         PART 1: FINANCIAL INFORMATION



                      CLARK MELVIN SECURITIES CORPORATION
                        STATEMENT OF FINANCIAL POSITION

<TABLE>
<CAPTION>
                                                                (Unaudited)
                                                               September 30       December 31
                                                                   1996              1995
<S> <C>
ASSETS
Cash & Savings                                              $     266,396     $     265,243
Deposit with Clearing Broker                                      103,097           125,979
Broker & Dealer Receivable                                        237,706           201,123
Accounts Receivable                                                18,023            90,753
Firm Trading Securities & Investments                                   0                 0
Prepaid Expenses                                                   28,637            26,627
                                                             -------------     -------------
Total Current Assets                                        $     653,859     $     709,725

Furniture/Fixtures/Leasehold
 (net of accum. depreciation and amortization)              $      37,916     $      54,426
Organizational Expenses                                                 0               803
                                                             -------------     -------------
Total Long-Term Fixed Assets                                       37,916            55,229

     Total Assets                                           $     691,775     $     764,954
                                                             =============     =============


LIABILITIES AND STOCKHOLDERS' EQUITY
Liabilities
Payable to clearing broker                                  $       2,926     $       6,095
Accounts payable and accrued liabilities                          148,615           227,369
                                                             -------------     -------------
Total Liabilities                                           $     151,541     $     233,464

Stockholders' equity
Common stock,  40,000,000 shares
      18,523,096 issued & outstanding                       $     185,231     $     185,231
Preferred stock, 145,000 shares                                   145,000           145,000
Additional Paid-in Capital                                      2,888,028         2,888,028
Retained Earnings                                              (2,656,899)       (2,660,671)
Treasury stock - preferred                                        (35,000)          (35,000)
Current Period Profit / (Loss)                                     13,874             8,902
                                                             -------------     -------------
Total Stockholder's Equity                                  $     540,234     $     531,490

     Total Liabilities & Stockholders' Equity               $     691,775     $     764,954
                                                             =============     =============
</TABLE>


<PAGE>

                      CLARK MELVIN SECURITIES CORPORATION
                            STATEMENT OF OPERATIONS



                                                   (Unaudited)
                                                Nine Months Ended
                                                   September 30,
                                               1996            1995

REVENUES
Commissions                                $1,096,835       $1,308,194
Advisory and Fee Income                       302,910          189,447
Interest / Dividends                           15,155           14,093
Margin                                         33,818           21,735
Trailer Fees                                   51,906           38,486
Miscellaneous                                  25,459           27,908
                                           ----------       ----------
Total Revenues                             $1,526,083       $1,599,864

EXPENSES
Compensation and Benefits                  $  871,514       $  982,637
Clearing Fees                                 127,546          125,129
Occupancy                                     104,013          121,261
Business Development                           38,431           70,380
Interest                                        3,904            1,489
Communications                                146,009          157,875
Other                                         220,792          173,734
                                           ----------       ----------
Total Expenses                             $1,512,209       $1,632,505

Profit / (Loss) Before Income Taxes        $   13,874       $  (32,641)
                                           ==========       ==========
Income Taxes:
  Current Tax Expense                           -                 -
  Benefit of Loss Carryover                     -                 -
                                           ----------       ----------
Net Profit (Loss)                          $   13,874       $  (32,641)
                                           ==========       ==========

Profit (Loss) per common share             $     0.00       $    (0.00)
                                           ==========       ==========



     Accompanying notes are an integral part of these financial statements.


<PAGE>

                      CLARK MELVIN SECURITIES CORPORATION
                            STATEMENTS OF CASH FLOWS

<TABLE>
<CAPTION>

                                                                   (Unaudited)
                                                                Nine Months Ended
                                                                  September 30,

Increase (Decrease) in cash                                      1996        1995
<S> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net profit (loss)                                            $ 13,874    $ (32,641)
Adjustments to reconcile net profit (loss) to net
cash (used for) provided by operating activities:
      Depreciation and amortization                            22,396       40,278
      (Increase)  decrease in operating assets:
             Receivables:
                   Brokers and dealers                         38,181      (99,635)
                   Employee advances                           (5,756)       2,715
                   Other                                        4,702        7,523
             Firm trading securities/Investments                             4,800
             Securities sold short
             Other                                             19,893      (21,197)
      Increase (decrease) in operating liabilities:
             Payable to clearing broker                        (3,169)       4,059
             Accounts payable and accrued liabilities         (78,755)      20,686
                                                             --------    ---------
NET CASH (USED FOR) PROVIDED BY OPERATING ACTIVITIES         $ 11,366    $ (73,412)
                                                             ========    =========
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of office equipment and leasehold improvements        (5,083)      (4,189)
Proceeds from sales of other investments                                    (1,500)
                                                             --------    ---------
NET CASH (USED FOR) PROVIDED BY INVESTING ACTIVITIES         $ (5,083)   $  (5,689)
                                                             ========    =========
CASH FLOWS FROM FINANCING ACTIVITIES:
  Issuance of common stock
  Payment of preferred stock dividend                          (5,130)      (9,426)
  Redemption of preferred stock                                            (30,000)
  Payment of subscriptions                                                 100,000
                                                             --------    ---------
NET CASH PROVIDED BY (USED FOR) FINANCING ACTIVITIES         $ (5,130)   $  60,574
                                                             ========    =========
NET DECREASE IN CASH AND CASH EQUIVALENTS                    $  1,153    $ (18,527)
                                                             ========    =========
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD             $265,243    $ 235,122
CASH AND CASH EQUIVALENTS AT END OF PERIOD                   $266,396    $ 216,595
                                                             ========    =========
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION
Cash paid during the period for interest                     $  3,904    $   1,489
</TABLE>


   The accompanying notes are an integral part of these financial statements.