SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

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                                    FORM 8-K

                                 CURRENT REPORT
                       PURSUANT TO SECTION 13 OR 15 (d) OF
                       THE SECURITIES EXCHANGE ACT OF 1934


       Date of Report (Date of earliest event reported): February 3, 2006

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                          COMMAND SECURITY CORPORATION
             (Exact name of registrant as specified in its charter)

           New York                       0-18684                14-1626307
(State or other jurisdiction of   (Commission file number)    (I.R.S. employer
incorporation or organization)                               identification no.)

            Lexington Park
       Lagrangeville, New York                                      12540
(Address of principal executive offices)                          (Zip code)


       Registrant's telephone number, including area code: (845) 454-3703

                                 NOT APPLICABLE
         --------------------------------------------------------------
         (Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):

[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)

[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)

[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act (17 CFR 240.14d-2(b))

[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act (17 CFR 240.13e-4(c))




                          COMMAND SECURITY CORPORATION
                                    FORM 8-K
                                 CURRENT REPORT

                                TABLE OF CONTENTS

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Item 1.01   Entry into a Material Definitive Agreement........................3

Item 9.01   Exhibits..........................................................3

Signature.....................................................................4


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Item 1.01.  Entry into a Material Definitive Agreement.

      On February 3, 2006,  the Company  entered into an agreement  with Jericho
State Capital  Consulting LLC ("Jericho"),  in conncection with the introduction
by  Jericho  to the  Company  of  Giuliani  Security  &  Safety  LLC  ("Giuliani
Security").  As previously announced, the Company and Giuliani Security recently
entered into an agreement (the "Giuliani  Agreement")  for Giuliani  Security to
provide a broad range of guidance and assistance to the Company to help grow its
business in the areas of security,  crisis management,  fire and life safety and
counterterrorism.

            In  consideration  of the  introduction by Jericho to the Company of
Giuliani  Security,  the  Company  granted  to Jericho a warrant  that  entitles
Jericho to purchase an  aggregate  of three  hundred  fifty  thousand  (350,000)
shares of the  Company's  common  stock,  par value  $0.0001 per share  ("Common
Stock"),  at a price of $2.00 per share  (subject to  adjustment  as provided in
such  warrant).  This warrant  vested in full upon the execution and delivery of
the Giuliani  Agreement by the parties thereto.  Further,  in the event that the
Giuliani  Agreement is extended for an additional  one-year period following the
initial  12-month term thereof (the "Initial  Term") or the Company and Giuliani
Security  otherwise  enter into another  commercial  relationship  following the
Initial Term under another agreement with a term of at least 12 months following
the Initial  Term,  then,  commencing on the first  anniversary  of the Giuliani
Agreement,  the Company  has agreed to grant  Jericho an  additional  warrant to
purchase one hundred fifty thousand shares  (150,000) of Common Stock at a price
of $2.00 per share  (subject to  adjustment  as provided in such  warrant).  The
shares of Common  Stock  underlying  these  warrants  are  entitled  to  certain
"piggyback"  registration  rights  pursuant to a customary  Registration  Rights
Agreement.  The Company  also agreed to pay Jericho a fee of $90,000 for ongoing
consulting and advisory services,  which fee will continue on a monthly basis so
long as the Company's  agreement with Giuliani  Security has been extended after
the  initial  one-year  term,  up to a  maximum  of 31 months  from the  initial
execution  date of the  Giuliani  Agreement  in  January  2006 (or  provide  for
payments in the aggregate of more than an additional $135,000), after which time
all payment obligations of the Company to Jericho thereunder shall terminate).

Item 9.01.  Financial Statements and Exhibits.

      (c)   Exhibits:

            10.4  Agreement  between  Command  Security  Corporation and Jericho
                  State Capital Consulting LLC, dated February 3, 2006.


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                                    SIGNATURE

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

Date: February 6, 2006

                                            COMMAND SECURITY CORPORATION


                                            By: /s/ Barry Regenstein
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                                                Name:  Barry Regenstein
                                                Title: President and
                                                       Chief Financial Officer


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