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)  November 3, 1999


                            LAS VEGAS AIRLINES, INC.
             (Exact name of registrant as specified in its charter)


                                    Delaware
                 (State or other jurisdiction of incorporation)


         0-22310                                                     33-0564327
(Commission File Number)                     (IRS Employer Identification No.)



(Address of principal executive offices)                    (Zip Code)


Registrant's telephone number, including area code:  (858) 759-0222



<PAGE>



Item 1.       Change in Control of Registrant.
Item 2.       Acquisition or Disposition of Assets.

              On November 3, 1999, Las Vegas Airlines,  Inc. (the  "Registrant")
acquired Lasv Enterprises,  Inc., a California  corporation ("Lasv") pursuant to
an Agreement and Plan of Reorganization (the "Agreement"), dated as of August 5,
1999.  Lasv is a  diversified  holding  company  with  investments  in  finance,
telecommunications and technology.

              The Registrant  acquired all of the  outstanding  shares of Common
Stock of Lasv,  in exchange for  16,000,000  shares of the  Registrant's  Common
Stock. As a result, there are 19,977,800 shares outstanding.

              Pursuant to the Agreement,  the Board of Directors and officers of
the Registrant resigned and were replaced with the persons set forth below.

              The names of the current  directors and executive  officers of the
Registrant and holders of more than 5% of the outstanding shares of common stock
and the  number of  shares  held and the  percentage  of the  total  issued  and
outstanding  Common Stock (the only voting  security) of the Registrant owned by
each of them are as follows.
<TABLE>
<CAPTION>

                                                                        Number                     Percentage
                                                                       of Shares                    of Shares
   Name                         Office                                   Owned                        Owned

<S>                           <C>                                       <C>
Michael O.                    Chairman and
  Ison(1)                       President                               16,980,000                       85.0%

Kristen                       Chief Financial
  Osborn                        Officer and
                                Director                                 _________                        ___%

Kevin                         Secretary and
 Elmore                         Director                                 _________                        ___%

All officers
  and directors
  as a group
  (3 persons)                                                           16,980,000                       85.0%
</TABLE>

(1)  Ms. Osborn is the wife of Michael Ison and disclaims beneficial ownership
of the shares held by her spouse.

Item 7.       Financial Statements, Pro Forma Financial Information
              and Exhibits.

              (a)(b)     The required financial statements and pro forma
financial information is unavailable as of the date hereof and will
be filed by the Registrant pursuant to the requirements of the

                                                        2

<PAGE>



Securities  Exchange Act and the rules and  regulations  promulgated  thereunder
within 60 days of the date of the event reported herein.

Item 8.       Change in Registrant's Fiscal Year.

              On November 3, 1999 the Registrant determined to change its fiscal
year end from  September  30 to  December  31 to reflect  the fiscal year of its
operating subsidiaries.


              (c)        Exhibits

                         2.      Plan of acquisition, reorganization, arrange-
                                 ment, liquidation or succession.

                                 2.1.     Agreement and Plan of Reorganization,
                                          dated August 5, 1999, between the
                                          Registrant and Ison.


                                                        3

<PAGE>



                                   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 thereunto duly authorized.

Dated:  November 4, 1999                               LAS VEGAS AIRLINES, INC.



                                                       By: /s/ Michael O. Ison
                                                       Michael O. Ison

                                                        4

<PAGE>
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{"company-data": {"conformed-name": "LAS VEGAS AIRLINES INC", "cik": "0000911317", "assigned-sic": "6770", "irs-number": "330564327", "state-of-incorporation": "DE", "fiscal-year-end": "0930"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-22310", "film-number": "99742525"}, "business-address": {"street1": "24901 DANA POINT HARBOR DRIVE", "street2": "SUITE 200", "city": "NEWPORT BEACH", "state": "CA", "zip": "92629", "phone": "9494888494"}, "mail-address": {"street1": "24901 DANA POINT HARBOR DR", "street2": "STE 200", "city": "DANA POINT", "state": "CA", "zip": "92629"}, "former-company": {"former-conformed-name": "HERMATON CO", "date-changed": "19930826"}}
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)  November 3, 1999

                            LAS VEGAS AIRLINES, INC.
             (Exact name of registrant as specified in its charter)

                                    Delaware
                 (State or other jurisdiction of incorporation)

         0-22310                                                     33-0564327
(Commission File Number)                     (IRS Employer Identification No.)

(Address of principal executive offices)                    (Zip Code)

Registrant's telephone number, including area code:  (858) 759-0222
Item 1.       Change in Control of Registrant.
Item 2.       Acquisition or Disposition of Assets.

              On November 3, 1999, Las Vegas Airlines,  Inc. (the  "Registrant")
acquired Lasv Enterprises,  Inc., a California  corporation ("Lasv") pursuant to
an Agreement and Plan of Reorganization (the "Agreement"), dated as of August 5,
1999.  Lasv is a  diversified  holding  company  with  investments  in  finance,
telecommunications and technology.

              The Registrant  acquired all of the  outstanding  shares of Common
Stock of Lasv,  in exchange for  16,000,000  shares of the  Registrant's  Common
Stock. As a result, there are 19,977,800 shares outstanding.

              Pursuant to the Agreement,  the Board of Directors and officers of
the Registrant resigned and were replaced with the persons set forth below.

              The names of the current  directors and executive  officers of the
Registrant and holders of more than 5% of the outstanding shares of common stock
and the  number of  shares  held and the  percentage  of the  total  issued  and
outstanding  Common Stock (the only voting  security) of the Registrant owned by
each of them are as follows.
Number                     Percentage
                                                                       of Shares                    of Shares
   Name                         Office                                   Owned                        Owned
Michael O.                    Chairman and
  Ison(1)                       President                               16,980,000                       85.0%

Kristen                       Chief Financial
  Osborn                        Officer and
                                Director                                 _________                        ___%

Kevin                         Secretary and
 Elmore                         Director                                 _________                        ___%

All officers
  and directors
  as a group
  (3 persons)                                                           16,980,000                       85.0%
(1)  Ms. Osborn is the wife of Michael Ison and disclaims beneficial ownership
of the shares held by her spouse.

Item 7.       Financial Statements, Pro Forma Financial Information
              and Exhibits.

              (a)(b)     The required financial statements and pro forma
financial information is unavailable as of the date hereof and will
be filed by the Registrant pursuant to the requirements of the

                                                        2
Securities  Exchange Act and the rules and  regulations  promulgated  thereunder
within 60 days of the date of the event reported herein.

Item 8.       Change in Registrant's Fiscal Year.

              On November 3, 1999 the Registrant determined to change its fiscal
year end from  September  30 to  December  31 to reflect  the fiscal year of its
operating subsidiaries.

              (c)        Exhibits

                         2.      Plan of acquisition, reorganization, arrange-
                                 ment, liquidation or succession.

                                 2.1.     Agreement and Plan of Reorganization,
                                          dated August 5, 1999, between the
                                          Registrant and Ison.

                                                        3
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 thereunto duly authorized.

Dated:  November 4, 1999                               LAS VEGAS AIRLINES, INC.

                                                       By: /s/ Michael O. Ison
                                                       Michael O. Ison

                                                        4