-----BEGIN PRIVACY-ENHANCED MESSAGE-----
Proc-Type: 2001,MIC-CLEAR
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<SEC-DOCUMENT>0001021771-03-000016.txt : 20030206
<SEC-HEADER>0001021771-03-000016.hdr.sgml : 20030206
<ACCEPTANCE-DATETIME>20030206143926
ACCESSION NUMBER:		0001021771-03-000016
CONFORMED SUBMISSION TYPE:	SC 13D/A
PUBLIC DOCUMENT COUNT:		2
FILED AS OF DATE:		20030206
GROUP MEMBERS:		BARRY GOLDSTEIN

SUBJECT COMPANY:	

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			DCAP GROUP INC/
		CENTRAL INDEX KEY:			0000033992
		STANDARD INDUSTRIAL CLASSIFICATION:	HOTELS & MOTELS [7011]
		IRS NUMBER:				362476480
		STATE OF INCORPORATION:			DE
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		SC 13D/A
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	005-06552
		FILM NUMBER:		03542338

	BUSINESS ADDRESS:	
		STREET 1:		90 MERRICK AVE
		STREET 2:		9TH FLOOR
		CITY:			EAST MEADOW
		STATE:			NY
		ZIP:			11554
		BUSINESS PHONE:		5167946300

	MAIL ADDRESS:	
		STREET 1:		90 MERRICK AVE 9TH FLOOR
		STREET 2:		90 MERRICK AVE 9TH FLOOR
		CITY:			EAST MEADOW
		STATE:			NY
		ZIP:			11554

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	EXECUTIVE HOUSE INC
		DATE OF NAME CHANGE:	19911119

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	EXTECH CORP
		DATE OF NAME CHANGE:	19920703

FILED BY:		

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			GOLDSTEIN BARRY
		CENTRAL INDEX KEY:			0001023338

	FILING VALUES:
		FORM TYPE:		SC 13D/A

	BUSINESS ADDRESS:	
		STREET 1:		1158 BROADWAY
		CITY:			HEWLETT
		STATE:			NY
		ZIP:			11557
		BUSINESS PHONE:		5163747600

	MAIL ADDRESS:	
		STREET 1:		1158 BROADWAY
		CITY:			HEWLETT
		STATE:			NY
		ZIP:			11557
</SEC-HEADER>
<DOCUMENT>
<TYPE>SC 13D/A
<SEQUENCE>1
<FILENAME>bg13d103.txt
<DESCRIPTION>BARRY GOLDSTEIN SCHEDULE 13D 1/30/03
<TEXT>
                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                  SCHEDULE 13D
                                 (Rule 13d-101)

    INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a)
             AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a)

                    Under the Securities Exchange Act of 1934
                               (Amendment No. 2)*

                                DCAP Group, Inc.
                                (Name of Issuer)

                          Common Stock, $.01 Par Value
                         (Title of Class of Securities)

                                   233065 10 1
                                 (CUSIP Number)

                                 Barry Goldstein
                                  1158 Broadway
                             Hewlett, New York 11557
                                 (516) 374-7600
                  (Name, Address and Telephone Number of Person
                Authorized to Receive Notices and Communications)

                                January 30, 2003
             (Date of Event Which Requires Filing of This Statement)

     If the Filing  person has  previously  filed a statement on Schedule 13G to
report the acquisition  which is the subject of this Schedule 13D, and is filing
this  schedule  because  of Rule  13d-  1(a),  13d-1(f)  or  13-1(g),  check the
following box [ ]

*The  remainder of this cover page shall be filled out for a reporting  person's
initial filing on this form with respect to the subject class of securities, and
for  any  subsequent   amendment   containing   information  which  would  alter
disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the  Securities  Exchange  Act of
1934 ("Act") or otherwise  subject to the liabilities of that section of the Act
but  shall be  subject  to all other  provisions  of the Act  (however,  see the
Notes).





                                Page 1 of 5 Pages


<PAGE>

                                  SCHEDULE 13D

CUSIP No.         233065 10 1


1.       Name of Reporting Person

         Barry Goldstein

2.       Check the appropriate box if a member of a group           (a) [    ]

                                                                    (b) [    ]
3.       SEC Use Only

4.       Source of Funds
         N/A

5.       Check box if disclosure of legal proceedings is required pursuant to
         items 2(d) or 2(e)[   ]

6.       Citizenship or Place of Organization
         United States

Number of Shares           7.       Sole Voting Power
Beneficially Owned                  1,625,000
By Each Reporting
                           ----------------------------------------------
Person With                8.       Shared Voting Power
                                    0
                           ----------------------------------------------
                           9.       Sole Dispositive Power
                                    1,625,000
                           ----------------------------------------------
                           10.      Shared Dispositive Power
                                    0

11.      Aggregate Amount Beneficially Owned by Reporting Person
         1,625,000

12.      Check Box if the Aggregate Amount in Row (11) Excludes Certain
         Shares          [   ]


13.      Percent of Class Represented by Amount in Row (11)
         11.6%

14.      Type of Reporting Person
         IN


<PAGE>

ITEM 1.   SECURITY AND ISSUER.
          -------------------

     This statement  amends and supplements the Schedule 13D dated May 15, 2002,
as previously  amended by Amendment No.1 on May 29, 2002,  relating to shares of
Common  Stock,  par value $.01 per share (the  "Common  Stock"),  of DCAP Group,
Inc.,  a Delaware  corporation  (the  "Company").  The address of the  principal
executive offices of the Company is 1158 Broadway, Hewlett, New York 11557.

ITEM 2.   IDENTITY AND BACKGROUND.
          -----------------------

     (a) Name of Reporting Person:

          Barry Goldstein

     (b) Residence or business address:

          1158 Broadway
          Hewlett, New York 11557

     (c) The  Reporting  person  is  employed  as the Chief  Executive  Officer,
President,  Chairman of the Board,  Chief Financial Officer and Treasurer of the
Issuer.

     (d) The Reporting Person has not been convicted in a criminal proceeding in
the last five years.

     (e) The Reporting Person has not, during the last five years,  been a party
to a  civil  proceeding  of a  judicial  or  administrative  body  of  competent
jurisdiction  resulting in a judgment,  decree or final order  enjoining  future
violations  of, or prohibiting  or mandating  activities  subject to, federal or
state securities laws or finding any violation with respect to such laws.

     (f) The Reporting Person is a citizen of the United States of America.

ITEM 3.    SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
           -------------------------------------------------

     N/A

ITEM 4.    PURPOSE OF TRANSACTION.
           ----------------------

     Effective  January 31, 2003,  options held by the Reporting  Person for the
purchase of 200,000  shares of Common  Stock of the Company  became  exercisable
within 60 days.

<PAGE>

ITEM 5.     INTEREST IN SECURITIES OF THE ISSUER.
            ------------------------------------

     As of the date hereof,  the  Reporting  Person is the  beneficial  owner of
1,625,000 shares of Common Stock of the Company (or  approximately  11.6% of the
outstanding  Common Stock of the Company).  Of such number,  1,600,000 shares of
Common  Stock are issuable  upon the  exercise of options  that are  exercisable
currently  or within 60 days,  5,000 shares are held by the  Reporting  Person's
minor child and 20,000 shares are held by a retirement  trust for the benefit of
the Reporting Person. The Reporting Person disclaims beneficial ownership of the
shares  held by his child and  retirement  trust.  During the past 60 days,  the
Reporting  Person has not effected any  transactions  in the Common Stock of the
Company.

ITEM 6.     CONTRACTS, AGREEMENTS, UNDERSTANDINGS OR
            RELATIONSHIPS  WITH RESPECT TO SECURITIES OF THE ISSUER.

     See Item 5 hereof with respect to options held by the Reporting Person.


ITEM 7.     MATERIAL TO BE FILED AS EXHIBITS.
            --------------------------------

     (10) Option  Agreement,  dated as of May 10,  2001,  between  the Reporting
          Person and the Issuer.*


- --------------------------
* Filed herewith.


<PAGE>
                                   SIGNATURES


     After  reasonable  inquiry and to the best of my  knowledge  and belief,  I
certify that the  information set forth in this statement with respect to myself
is true, complete and correct.


Dated: February 5, 2003
                                                  /s/ Barry Goldstein
                                                  --------------------------
                                                  Barry Goldstein








<PAGE>



</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-10
<SEQUENCE>3
<FILENAME>bg01opt.txt
<DESCRIPTION>OPTION AGREEMENT
<TEXT>
     STOCK OPTION AGREEMENT,  entered into on the 10th day of May, 2001, between
DCAP GROUP,  INC., a Delaware  corporation (the "Company"),  and BARRY GOLDSTEIN
(the "Optionee").

     WHEREAS,   simultaneously   herewith,  the  Company  is  entering  into  an
Employment Agreement with the Optionee (the "Employment  Agreement") pursuant to
which the Optionee is to perform certain  employment duties and services for the
Company; and

     WHEREAS,  the  Company  desires to provide to the  Optionee  an  additional
incentive to promote the success of the Company.

     NOW,  THEREFORE,  in  consideration  of the  foregoing,  the Company hereby
grants to the  Optionee  the right and option to purchase  Common  Shares of the
Company under and pursuant to the terms and  conditions  of the  Company's  1998
Stock Option Plan (the "Plan") and upon the following terms and conditions:

     1. GRANT OF OPTION. The Company hereby grants to the Optionee the right and
option (the "Option") to purchase up to One Million (1,000,000) Common Shares of
the Company (the "Option Shares") during the following periods:

          (a) All or any part of Four Hundred  Thousand  (400,000) Common Shares
     may be  purchased  during  the  period  commencing  on March  31,  2002 and
     terminating at 5:00 P.M. on March 31, 2006 (the "Expiration Date").

          (b) All or any part of Two Hundred  Thousand  (200,000)  Common Shares
     may be  purchased  during  the  period  commencing  on March  31,  2003 and
     terminating at 5:00 P.M. on the Expiration Date.

          (c) All or any part of Two Hundred  Thousand  (200,000)  Common Shares
     may be  purchased  during  the  period  commencing  on March  31,  2004 and
     terminating at 5:00 P.M. on the Expiration Date.

          (d) All or any part of Two Hundred  Thousand  (200,000)  Common Shares
     may be  purchased  during  the  period  commencing  on March  31,  2005 and
     terminating at 5:00 P.M. on the Expiration Date.

     2. NATURE OF OPTION.  The Option is intended  to meet the  requirements  of
Section  422 of the  Internal  Revenue  Code of 1986,  as  amended,  relating to
"incentive stock options."

     3. EXERCISE PRICE. The exercise price of each of the Option Shares shall be
Twenty-Five Cents ($.25) (the "Option Price").

     4. EXERCISE OF OPTIONS.  The Option shall be exercised in  accordance  with
the

<PAGE>

provisions  of the Plan. As soon as  practicable  after the receipt of notice of
exercise  and  payment  of the Option  Price as  provided  for in the Plan,  the
Company shall tender to the Optionee a certificate issued in the Optionee's name
evidencing the number of Option Shares covered thereby.

     5. TRANSFERABILITY. The Option shall not be transferable other than by will
or the laws of descent and  distribution  and,  during the Optionee's  lifetime,
shall not be exercisable by any person other than the Optionee.

     6. TERMINATION OF EMPLOYMENT.  Once any portion of the Option has vested in
accordance  with  Paragraph 1 hereof,  that  portion of the Option  shall remain
exercisable until the Expiration Date notwithstanding any subsequent termination
of employment with the Company or its subsidiaries for any reason whatsoever. In
addition,  in the event the Optionee's employment with the Company is terminated
by the Company  without "cause" (as defined in the Employment  Agreement),  that
portion of the Option that,  following such  termination  date,  would have next
vested  in  accordance   with  Paragraph  1  hereof  shall  become   immediately
exercisable   and  shall   remain   exercisable   until  the   Expiration   Date
notwithstanding such termination of employment.

     7.  INCORPORATION  BY REFERENCE.  The terms and  conditions of the Plan are
hereby incorporated by reference and made a part hereof.

     8. NOTICES.  Any notice or other  communication  given  hereunder  shall be
deemed  sufficient if in writing and  delivered  personally or sent by facsimile
transmission,  overnight mail or courier or registered or certified mail, return
receipt  requested,  postage  prepaid,  addressed  to the  Company at 90 Merrick
Avenue,  East  Meadow,  NY  11554,  Attention:   Secretary  (fax  number:  (516)
794-4529),  and to the  Optionee at the address set forth below or to such other
address as either party may hereafter designate in writing to the other party in
accordance  with the  provisions  hereof.  Notices  shall be deemed to have been
given on the date of  mailing  or  transmission,  except  notices  of  change of
address, which shall be deemed to have been given when received.

     9. BINDING  EFFECT.  This Agreement  shall be binding upon and inure to the
benefit  of the  parties  hereto  and their  respective  legal  representatives,
successors and assigns.

     10. ENTIRE AGREEMENT. This Agreement,  together with the Plan, contains the
entire  understanding  of the parties  hereto with respect to the subject matter
hereof and may be modified only by an instrument executed by the party sought to
be  charged.  No  amendment  on the part of the  Company  shall be valid  unless
approved by its Board of Directors.

     11.  GOVERNING LAW. This  Agreement  shall be governed by, and construed in
accordance  with,  the laws of the  State of New York,  excluding  choice of law
rules thereof.

     12.  EXECUTION  IN   COUNTERPARTS.   This  Agreement  may  be  executed  in
counterparts, each of which shall be deemed to be an original, but both of which
together shall constitute one and the same instrument.

     13.  FACSIMILE  SIGNATURES.  Signatures  hereon which are  transmitted  via
facsimile shall be deemed original signatures.

                                        2

<PAGE>

     14.  REPRESENTATION BY COUNSEL;  INTERPRETATION.  The Optionee acknowledges
that he has been  represented  by counsel  in  connection  with this  Agreement.
Accordingly,  any rule or law or any  legal  decision  that  would  require  the
interpretation  of any claimed  ambiguities in this Agreement  against the party
that drafted it has no application and is expressly waived by the Optionee.  The
provisions of this Agreement shall be interpreted in a reasonable manner to give
effect to the intent of the parties hereto.

     15.  HEADINGS.  The headings and captions  under sections and paragraphs of
this  Agreement  are for  convenience  of  reference  only and do not in any way
modify,  interpret  or  construe  the intent of the parties or affect any of the
provisions of this Agreement.

     IN WITNESS WHEREOF,  the parties have executed this Agreement as of the day
and year first above written.


                                          DCAP GROUP, INC.


                                          By:/s/ Morton L. Certilman
                                             ----------------------------------
                                             Morton L. Certilman, Secretary

                                          /s/ Barry Goldstein
                                          -------------------------------------
                                          Barry Goldstein

                                          P.O. Box 450
                                          Hewlett, New York  11557
                                          -------------------------------------
                                          Address

                                          (516) 374-4484
                                          -------------------------------------
                                          Fax Number



                                        3

<PAGE>



</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
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