ULTIMISTICS INC
8-K, 1997-03-14
OPERATORS OF APARTMENT BUILDINGS
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                                  UNITED STATES
                       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) March 13, 1997 February 25, 1997




                                ULTIMISTICS, INC.
             (Exact name of registrant as specified in its charter)





         Delaware                     033-25763-FW                75-2254390
(State or other jurisdiction          (Commission               (IRS Employer
      of incorporation)               file number)           Identification No.)




                            230 Park Ave., Suite 1000
                            New York, New York 10169
               (Address of principal executive offices) (Zip Code)



Registrant's telephone number, including area code: (212) 309 8707










<PAGE>
Item 1.  Changes in Control of Registrant

See the Company's press release dated February 25, 1997, attached as Exhibit 1.


Item 5. Other Events

None.



                                   SIGNATURES

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 hereunto duly authorized.



                                           UTIMISTICS, INC.
                                            (Registrant)



Dated: March 13, 1997


                                       By: /s/ Frederic Hassid
                                           Frederic Hassid
                                           President and Chief Executive Officer














<PAGE>


Exhibit 1








Tuesday February 15, 6:03 PM EDT

       Fairbanks Announces Acquisition of Controlling Interest in Public
                               Real Estate Company


PALM BEACH,  FLA., Feb. 25 /PRNewswire/ -- Fairbanks Inc., an OTC Bulletin Board
Company,  announced today that it has acquired 74% of the issued and outstanding
common stock of Ultimistics  Inc. in exchange for 7,706,472  shares of Fairbanks
common  stock,  par value  $.0001.  Fairbanks  acquire the common stock  through
privately  negotiated   transactions  with  certain  Ultimistics   shareholders.
Ultimistics is a publicly  traded real estate company  engaged in the rental and
sale of real estate located in France.  Ultimistics  has real estate holdings in
France appraised at approximately U.S. $40 million.

Fairbanks  is also engaged in  negotiations  not yet  concluded to acquire,  for
stock,  an active  operating  U.S.  company to assist  with the  management  and
operations of Ultimistics as well as its current  operations.

SOURCE Fairbanks, Inc.


<PAGE>


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