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: August 31,1998


                          PURSUIT VENTURE CORPORATION
             (Exact name of registrant as specified in its charter)



           Delaware                    33-38214-D                62-1458678 
           --------                    ----------                ---------- 
(State or Other Jurisdiction of    Commission File No.        (I.R.S. Employer
Incorporation or Organization)                               Identification No.)
                                                             


                                1621 Altivo Way
                         Los Angeles, California 90026
                    (Address of principal executive offices)


              Registrant's telephone number, including area code:
                                 (818) 980-0929

                         ------------------------------

       Registrant's Name or former address, if changed since last Report:


         This Report contains twenty-seven sequentially numbered pages.

<PAGE>



ITEM 1.

Plan of Merger

     On August 21, 1998 the Registrant,  Pursuit Venture Corporation, a Delaware
corporation,  (the  "Parent")  entered into a Merger  Agreement  with its wholly
owned  subsidiary,  Pursuit Venture  Corporation,  a Colorado  corporation  (the
"Subsidiary").  The  Subsidiary  Corporation  was the  surviving  entity  of the
Merger.  The purpose of the Merger was to effectuate a change of domicile of the
Parent Corporation from Delaware to Colorado.

     A copy of the following documents are appended to this filing:

        Exhibit 17. Articles of Incorporation of Pursuit Venture Corporation,  a
                    Colorado corporation and amendments thereto.

        Exhibit 18. Plan  and  Agreement  of  Merger  between   Pursuit  Venture
                    Corporation,  a Delaware  corporation  and  Pursuit  Venture
                    Corporation, a Colorado corporation.

        Exhibit 19. By-laws of   Pursuit   Venture   Corporation,  a  Colorado
                    corporation.



<PAGE>



                                   SIGNATURES


Pursuant to the  requirements  of the Securities Act of 1934, the Registrant has
duly  caused this  report to be signed on its behalf by the  undersigned  hereto
duly authorized.

                                             PURSUIT VENTURE CORPORATION



                                             /s/ Patrick C. Brooks
                                             -----------------------------------
                                             Patrick C. Brooks
                                             Director, President and Secretary

Date:  August 31, 1998



<PAGE>


                                    EXHIBITS


Exhibit 17.    Articles  of  Incorporation  of Pursuit  Venture  Corporation,  a
               Colorado corporation and amendments thereto.

Exhibit 18.    Plan of Merger between  Pursuit Venture  Corporation,  a Delaware
               corporation   and  Pursuit   Venture   Corporation,   a  Colorado
               corporation.

Exhibit 19.    By-laws of Pursuit Venture Corporation, a Colorado corporation.
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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: August 31,1998

                          PURSUIT VENTURE CORPORATION
             (Exact name of registrant as specified in its charter)

           Delaware                    33-38214-D                62-1458678 
           --------                    ----------                ---------- 
(State or Other Jurisdiction of    Commission File No.        (I.R.S. Employer
Incorporation or Organization)                               Identification No.)
                                                             

                                1621 Altivo Way
                         Los Angeles, California 90026
                    (Address of principal executive offices)

              Registrant's telephone number, including area code:
                                 (818) 980-0929

                         ------------------------------

       Registrant's Name or former address, if changed since last Report:

         This Report contains twenty-seven sequentially numbered pages.
ITEM 1.

Plan of Merger

     On August 21, 1998 the Registrant,  Pursuit Venture Corporation, a Delaware
corporation,  (the  "Parent")  entered into a Merger  Agreement  with its wholly
owned  subsidiary,  Pursuit Venture  Corporation,  a Colorado  corporation  (the
"Subsidiary").  The  Subsidiary  Corporation  was the  surviving  entity  of the
Merger.  The purpose of the Merger was to effectuate a change of domicile of the
Parent Corporation from Delaware to Colorado.

     A copy of the following documents are appended to this filing:

        Exhibit 17. Articles of Incorporation of Pursuit Venture Corporation,  a
                    Colorado corporation and amendments thereto.

        Exhibit 18. Plan  and  Agreement  of  Merger  between   Pursuit  Venture
                    Corporation,  a Delaware  corporation  and  Pursuit  Venture
                    Corporation, a Colorado corporation.

        Exhibit 19. By-laws of   Pursuit   Venture   Corporation,  a  Colorado
                    corporation.
SIGNATURES

Pursuant to the  requirements  of the Securities Act of 1934, the Registrant has
duly  caused this  report to be signed on its behalf by the  undersigned  hereto
duly authorized.

                                             PURSUIT VENTURE CORPORATION

                                             /s/ Patrick C. Brooks
                                             -----------------------------------
                                             Patrick C. Brooks
                                             Director, President and Secretary

Date:  August 31, 1998
EXHIBITS

Exhibit 17.    Articles  of  Incorporation  of Pursuit  Venture  Corporation,  a
               Colorado corporation and amendments thereto.

Exhibit 18.    Plan of Merger between  Pursuit Venture  Corporation,  a Delaware
               corporation   and  Pursuit   Venture   Corporation,   a  Colorado
               corporation.

Exhibit 19.    By-laws of Pursuit Venture Corporation, a Colorado corporation.