VISTA PROPERTIES
8-K, 1997-09-22
REAL ESTATE
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                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 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)
                                 August 28, 1997



                                VISTA PROPERTIES
- --------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)


        CALIFORNIA                     0-11890                 13-3179078
(State or other jurisdiction of      (Commission             (I.R.S. Employer
incorporation or organization)       File Number)            Identification No.)

                   411 West Putnam Avenue, Greenwich, CT 06830
                    (Address of principal executive offices)

                                 (203) 862-7000
              (Registrant's telephone number, including area code)

                                 Not Applicable 
         (Former name, or former address, if changed since last report) 
<PAGE>
                                VISTA PROPERTIES


                                 Current Report

                                       on

                                    Form 8-K

Item 5.  Other Events

Presidio  Capital  Corp.  ("PCC" or the  "Company"),  a British  Virgin  Islands
Corporation  and the  post-bankruptcy  successor to Integrated  Resources,  Inc.
("Integrated"),  disclosed  that on August 28, 1997, IR Partners,  holder of the
outstanding Class B Common Shares of the Company, contributed these shares to an
affiliate.  Subsequently,  Presidio  Holding  Company,  LLC  ("PHC"),  which had
recently acquired 63.1% of the outstanding Class A Common Shares,  purchased the
interests of this affiliate.  After giving effect to such sale, PHC is the owner
of  approximately  67.55% of the  outstanding  Common Shares of the Company.  In
connection  with the sale,  Charles E. Davidson and Joseph M. Jacobs resigned as
Class B directors.

On September 12, 1997, Martin Edelman, Dean Takahashi and Paul Walker, the Class
A Directors of the Company resigned and appointed Edward Scheetz, David Hamamoto
and David King as their successors.  On August 20, 1997,  Angelo,  Gordon & Co.,
L.P. and M.H.  Davidson & Co. sent a notice to the Company  indicating that they
were the  beneficial  owners of a majority of the Shares of the Company not held
by "Control  Parties".  They  requested  that  Jeffrey H.  Aronson and Thomas L.
Kempner be appointed as directors of the Company effective as of August 20, 1997
or as promptly as  practicable  thereafter in accordance  with the Memorandum of
Association of the Company and applicable law.

The  Company  has  filed  an  application  to  withdraw  its  application  for a
declaratory judgement with respect to a written resolution of PHC dated July 25,
1997.

The  Company is  engaged in the  liquidation  and  disposition  of the assets of
Integrated,   which  were  acquired  pursuant  to  the  Sixth  Amended  Plan  of
Reorganization  submitted  by the  Subordinated  Bondholders  Committee  and the
Steinhardt Group. The plan of the  reorganization was consummated on November 3,
1994.
<PAGE>





                                   SIGNATURES


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



                                      VISTA PROPERTIES
                                 BY:  IR Vista Realty Corp.
                                      Management General Partner






DATE:   September 19, 1997      BY:   /s/Frederick Simon
                                      ------------------
                                      Frederick Simon
                                      Director and President
                                      (Principal Executive Officer)







DATE:   September 19, 1997      BY:   /s/Jay L. Maymudes
                                      ------------------
                                      Jay L. Maymudes
                                      Vice President, Secretary and Treasurer
                                      (Principal Financial Officer and Principal
                                        Accounting Officer)



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