SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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): June 11, 1996
REGENCY EQUITIES CORP.
(Exact name of registrant as specified in its charter)
Delaware 0-10695 23-2298894
(State or other (Commission (I.R.S. Employer
jurisdiction of File No.) Identification No.)
incorporation)
3660 Wilshire Boulevard, Suite 336, Los Angeles, California 90010
(Address of principal executive offices) (Zip
Code)
(310) 827-9604
(Registrant's telephone number, including area code)
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ITEM 1. CHANGE IN CONTROL OF THE REGISTRANT.
The following information is based upon Amendment No. 13 dated
May
13, 1996 to a Schedule 13D filed by First Lincoln Holdings, Inc., a
Delaware corporation ("First Lincoln"), and Evergreen Acceptance
Corporation, a Delaware corporation ("Evergreen"), and Amendment No.
14
dated June 12, 1996 to said Schedule 13D filed by First Lincoln and
Evergreen.
Evergreen is a wholly owned subsidiary of First Lincoln. On June
11,
1996, Evergreen purchased, for a price of $.05 per share, 38,745,340
shares of the outstanding common stock of Regency Equities Corp., a
Delaware corporation ("Regency"), from Warren G. Lichtenstein,
Lawrence
Butler, Jack Howard, Steel Partners II, L.P., Richard Sandler, the
Regency
Shareholders Committee and members of a group affiliated with them
(collectively referred to herein as the "Selling Shareholders"). The
transaction occurred pursuant to a Stock Purchase Agreement dated as
of
June 10, 1996 among Evergreen, Regency and the Selling Shareholders.
Pursuant to the Stock Purchase Agreement, First Lincoln, Evergreen,
Regency and certain of the Selling Shareholders also released various
claims against each other.
The source of funds for the purchase of the shares of Regency's
common stock was Evergreen's working capital. The total purchase
price
was $1,937,267.
As a result of this transaction, First Lincoln beneficially owns
72,867,965 shares of Regency's common stock, which represents 83.48%
of
Regency's outstanding common stock. Of that aggregate number of
shares,
First Lincoln is the record owner of 1,010,000 shares and Evergreen,
its
wholly owned subsidiary, is the record owner of 71,857,965 shares.
Prior
to the consummation of this transaction, First Lincoln and Evergreen
beneficially owned an aggregate of 34,122,125 shares of Regency's
common
stock, which represented 39.1% of Regency's outstanding common stock.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(a) Financial Statements.
Inapplicable.
(b) Pro Forma Financial Information.
Inapplicable.
(c) Exhibits.
2.1 Stock Purchase Agreement dated as of June 11, 1996, among
Evergreen, Regency and the Selling Shareholders,
incorporated
herein by this reference to Exhibits 1 and 2 to Amendment
No. 13
dated May 13, 1996 to a Schedule 13D filed by First Lincoln
and
Evergreen and Amendment No. 14 dated June 12, 1996 to said
Schedule 13D filed by First Lincoln and Evergreen.
SIGNATURE
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.
Date: June 20, 1996. REGENCY EQUITIES CORP.
By /s/ Allan L. Chapman
________________________________________
Allan L. Chapman, Chairman of the Board,
Chief Executive Officer and President
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EXHIBIT INDEX
2.1 Stock Purchase Agreement dated as of June 11, 1996, among
Evergreen,
Regency and the Selling Shareholders, incorporated herein by
this
reference to Exhibits 1 and 2 to Amendment No. 13 dated May 13,
1996
to a Schedule 13D filed by First Lincoln and Evergreen and
Amendment
No. 14 dated June 12, 1996 to said Schedule 13D filed by First
Lincoln and Evergreen.
13D filed by First Lincoln and Evergreen and Amendment No. 14
dated
June 12, 1996 to said Schedule 13D filed by First Lincoln and
Evergreen.
