Chromatics Color Sciences International Inc – ‘10-C’ for 5/6/96

As of:  Monday, 5/13/96   ·   For:  5/6/96   ·   Accession #:  889812-96-444   ·   File #:  0-21168

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Report by Issuer of Securities Quoted on NASDAQ   —   Form 10-C
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10-C        Report by Issuer of Securities                         2±     6K 


SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-C 

REPORT BY ISSUER OF SECURITIES QUOTED ON NASDAQ 
INTERDEALER QUOTATION SYSTEM

Filed pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934 and Rule 13a-17 
or 15d-17 thereunder

Chromatics Color Sciences International,Inc.      
(Exact name of issuer as specified in charter)

5 East 80th Street, New York, New York 10021      
(Address of principal executive office) 

Issuer's telephone number, including area code      (212)717-6544               

I. CHANGE IN NUMBER OF SHARES OUTSTANDING                                       

Indicate any change (increase or decrease) of 5% or more in the number  
of shares outstanding:                                                          

1. Title of security                Common Stock              

  2. Number of shares outstanding before the change      4,892,646

3. Number of shares outstanding after the change  8,172,646   

4. Effective date of change   5/6/96                          

5. Method of change:                                          
    Specify method (such as merger, acquisition, exchange, stock
      split, reverse split, acquisition of stock for treasury, etc.)

Registration of common stock underlying Convertible Debentures, warrants and    
securities underlying unit purchase options.                                    

Give brief description of transaction: In February 1993, the Issuer issued      
115,000 unit purchase options entitling the holder to one share of common stock 
and one warrant. In 1995, the Issuer engaged in a series of private placements  
of its common stock and granted 1,800,000 warrants to purchase common stock to  
the placement agent of those offerings. In April 1996, the Issuer issued $2.5   
million 3% Convertible Debentures as to which the Issuer has registered         
1,250,000 shares of common stock in anticipation of conversion.                 

II. CHANGE IN NAME OF ISSUER                                                    

    1. Name prior to change ____________________________________________________

    2. Name after change _______________________________________________________

    3. Effective date of charter amendment changing name _______________________

    4. Date of shareholder approval of change, if required _____________________

Date     5/6/96              Darby S. Macfarlane, Chief Executive Officer       
                   (Officer's signature and title)