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

                      _____________________________________


                                October 26, 2000
                                 Date of Report
                        (Date of Earliest Event Reported)


                           RECOM MANAGED SYSTEMS, INC.
                    (Exact Name as Specified in its Charter)


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



          Delaware               33-11795                    84-0441351
      (State or other          (Commission                 (IRS Employer
      jurisdiction of          File Number)                Identification No.)
      incorporation)

                          914 WESTWOOD BLVD., SUITE 809
                              LOS ANGELES, CA 90024
                    (Address of principal executive offices)



                                  818/702-9977
                          Registrant's telephone number

                             2412 Professional Drive
                              Roseville, CA 95661
                  (Former address if changed since last report)

<PAGE>2


ITEM 1. CHANGES IN CONTROL OF REGISTRANT

     As  the  result  of  the   confirmation   of  the   Registrant's   Plan  of
Reorganization  in bankruptcy,  Vanguard West,  LLC, a Nevada limited  liability
company,  was  issued a total of  1,200,000  shares of the  Registrant's  common
stock,  which  represents  approximately  87% of the total number of outstanding
shares  of  voting  common  stock  after  full  implementation  of the  Plan  of
Reorganization.  See Item 3 below.  The manager of the Vanguard West, LLC is Sim
Farar.  Vanguard West contributed  $100,000 to the bankruptcy  estate.  Vanguard
West also contributed  $25,000 toward the settlement of one legal matter related
to the bankruptcy.  This  consideration  came from the private funds of Vanguard
West. Prior to the bankruptcy,  only one shareholder  owned more than 10% of the
Registrant's  outstanding  common stock and that was Recom  Technologies,  Inc.,
which owned  approximately  13% of the previously  outstanding  shares of common
stock.

     As a result of the  issuance  of the stock to  Vanguard  West  through  the
bankruptcy Plan of  Reorganization,  the previous  officers and directors of the
Registrant  voluntarily  resigned  their  positions  and  were  replaced  by the
following individuals:

            Sim Farar            President, Chief Financial Officer and Director
            Arthur Lyons         Secretary and Director


ITEM 3. BANKRUPTCY OR RECEIVERSHIP

     On June 26, 2000, the  Registrant  filed for  bankruptcy  protection  under
Chapter 11 of the U.S.  Bankruptcy  Code.  The  filing  was made in the  Eastern
District of California, Sacramento Division (Case No. 00-27398-B-11).

     On  September  20,  2000,  the  Registrant  submitted  a  proposed  Plan of
Reorganization  which was  preliminarily  approved by the  bankruptcy  court and
mailed  to all  creditors  and  shareholders  for  their  approval.  The Plan is
summarized below.

     The Plan provided for the treatment of the pre-petition claims by creditors
and the interests of shareholders by dividing them into two classes. The general
unsecured  creditors,  as Class 1, would share, on a pro rata basis, in any cash
assets available for distribution to creditors (which consisted primarily of the
$100,000  contributed by Vanguard  West).  Creditors could elect to receive $500
cash in liquidation  of their entire claim.  For creditors not electing the $500
payment,  they  would be paid a pro rata  share  of the net cash  assets  of the
Registrant and be issued shares of the Registrant's common stock pro rata, based
upon the amount of each creditor's  claim remaining unpaid after all cash assets
had been  disbursed.  The maximum number of shares issuable to Class 1 creditors
in recognition of their unpaid claims is 60,000 shares. At the present time, the
disbursing  agent  appointed  by  the  bankruptcy  court  is in the  process  of
validating  unsecured  claims and will determine the  distribution of the 60,000
shares among creditors.  These shares, when issued, will represent approximately
4.3% of the then outstanding shares of the Registrant's common stock.

     The Class 2 creditors were  shareholders of the Registrant.  As part of the
Plan of  Reorganization,  all existing  outstanding  shares of the  Registrant's
common  stock were reverse  split,  whereby  every 28.74  shares of  outstanding
common  stock were  consolidated  into one share of  post-reverse  split  common
stock.  However,  no  current  shareholder  received  less than one share of the
post-split common stock. No shareholder  received any cash distribution in their
capacity as a  shareholder.  The reverse stock split is effective on November 9,
2000,  pursuant to which the 3,448,986  shares of outstanding  common stock were
consolidated   into   approximately   120,000  shares  of  stock,   representing
approximately 8.7% of the current  outstanding shares of the Registrant's common
stock.

     As indicated  above,  the Plan also  provided for the issuance of 1,200,000
shares of common  stock to  Vanguard  West,  LLC in  exchange  for the  $100,000
payment  made into the  bankruptcy  estate by Vanguard  West,  LLC.  This amount
represents  approximately 87% of the total of approximately  1,380,000 shares of
the  Registrant's   common  stock  which  will  be  outstanding  upon  the  full
implementation of the Plan.

<PAGE>3


     The Plan also  provided  for a total  discharge of the  Registrant  and its
officers and directors from all pre-petition debts, expenses and legal causes of
action which may have existed on or before the filing of the  bankruptcy on June
26, 2000.

     The  Plan  also  provided  for the  payment  of  administrative  costs  and
professional  fees in the amount of approximately  $30,000 with the remainder of
any cash assets to be distributed on a pro rata basis to Class 1 creditors.

     All of the votes received from creditors and shareholders  were in favor of
acceptance of the Plan as proposed.

     The Plan was confirmed by the bankruptcy court on October 26, 2000 with the
effective date of the Plan occurring 11 days after the  confirmation,  which was
November 6, 2000.

     As a result of the reverse stock split, the Registrant's post-reverse split
common  stock is now  listed on the OTC  Bulletin  Board  under  the new  symbol
"RECM."

     The Registrant  will no longer be conducting  operations as an applications
service provider. Pursuant to the Registrant's new direction, management will be
actively  engaged in evaluating  various  companies which may offer new lines of
business and may result in a business acquisition by, or a combination with, the
Registrant.  Until such new lines of business are commenced, the Registrant will
operate with minimal assets and  liabilities and no operating  income.  Vanguard
West,  LLC will make capital  investments  or cash advances to the Registrant to
cover operating expenses of the Registrant for the foreseeable future.

                                    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 hereunto duly authorized.


                                     RECOM MANAGED SYSTEMS, INC.



Dated:  November 8, 2000             /S/ SIM FARAR
                                     Sim Farar, CEO
                                     (Authorized Officer and Principal Financial
                                     Officer)
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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

                      _____________________________________

                                October 26, 2000
                                 Date of Report
                        (Date of Earliest Event Reported)

                           RECOM MANAGED SYSTEMS, INC.
                    (Exact Name as Specified in its Charter)

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

          Delaware               33-11795                    84-0441351
      (State or other          (Commission                 (IRS Employer
      jurisdiction of          File Number)                Identification No.)
      incorporation)

                          914 WESTWOOD BLVD., SUITE 809
                              LOS ANGELES, CA 90024
                    (Address of principal executive offices)

                                  818/702-9977
                          Registrant's telephone number

                             2412 Professional Drive
                              Roseville, CA 95661
                  (Former address if changed since last report)
2

ITEM 1. CHANGES IN CONTROL OF REGISTRANT

     As  the  result  of  the   confirmation   of  the   Registrant's   Plan  of
Reorganization  in bankruptcy,  Vanguard West,  LLC, a Nevada limited  liability
company,  was  issued a total of  1,200,000  shares of the  Registrant's  common
stock,  which  represents  approximately  87% of the total number of outstanding
shares  of  voting  common  stock  after  full  implementation  of the  Plan  of
Reorganization.  See Item 3 below.  The manager of the Vanguard West, LLC is Sim
Farar.  Vanguard West contributed  $100,000 to the bankruptcy  estate.  Vanguard
West also contributed  $25,000 toward the settlement of one legal matter related
to the bankruptcy.  This  consideration  came from the private funds of Vanguard
West. Prior to the bankruptcy,  only one shareholder  owned more than 10% of the
Registrant's  outstanding  common stock and that was Recom  Technologies,  Inc.,
which owned  approximately  13% of the previously  outstanding  shares of common
stock.

     As a result of the  issuance  of the stock to  Vanguard  West  through  the
bankruptcy Plan of  Reorganization,  the previous  officers and directors of the
Registrant  voluntarily  resigned  their  positions  and  were  replaced  by the
following individuals:

            Sim Farar            President, Chief Financial Officer and Director
            Arthur Lyons         Secretary and Director

ITEM 3. BANKRUPTCY OR RECEIVERSHIP

     On June 26, 2000, the  Registrant  filed for  bankruptcy  protection  under
Chapter 11 of the U.S.  Bankruptcy  Code.  The  filing  was made in the  Eastern
District of California, Sacramento Division (Case No. 00-27398-B-11).

     On  September  20,  2000,  the  Registrant  submitted  a  proposed  Plan of
Reorganization  which was  preliminarily  approved by the  bankruptcy  court and
mailed  to all  creditors  and  shareholders  for  their  approval.  The Plan is
summarized below.

     The Plan provided for the treatment of the pre-petition claims by creditors
and the interests of shareholders by dividing them into two classes. The general
unsecured  creditors,  as Class 1, would share, on a pro rata basis, in any cash
assets available for distribution to creditors (which consisted primarily of the
$100,000  contributed by Vanguard  West).  Creditors could elect to receive $500
cash in liquidation  of their entire claim.  For creditors not electing the $500
payment,  they  would be paid a pro rata  share  of the net cash  assets  of the
Registrant and be issued shares of the Registrant's common stock pro rata, based
upon the amount of each creditor's  claim remaining unpaid after all cash assets
had been  disbursed.  The maximum number of shares issuable to Class 1 creditors
in recognition of their unpaid claims is 60,000 shares. At the present time, the
disbursing  agent  appointed  by  the  bankruptcy  court  is in the  process  of
validating  unsecured  claims and will determine the  distribution of the 60,000
shares among creditors.  These shares, when issued, will represent approximately
4.3% of the then outstanding shares of the Registrant's common stock.

     The Class 2 creditors were  shareholders of the Registrant.  As part of the
Plan of  Reorganization,  all existing  outstanding  shares of the  Registrant's
common  stock were reverse  split,  whereby  every 28.74  shares of  outstanding
common  stock were  consolidated  into one share of  post-reverse  split  common
stock.  However,  no  current  shareholder  received  less than one share of the
post-split common stock. No shareholder  received any cash distribution in their
capacity as a  shareholder.  The reverse stock split is effective on November 9,
2000,  pursuant to which the 3,448,986  shares of outstanding  common stock were
consolidated   into   approximately   120,000  shares  of  stock,   representing
approximately 8.7% of the current  outstanding shares of the Registrant's common
stock.

     As indicated  above,  the Plan also  provided for the issuance of 1,200,000
shares of common  stock to  Vanguard  West,  LLC in  exchange  for the  $100,000
payment  made into the  bankruptcy  estate by Vanguard  West,  LLC.  This amount
represents  approximately 87% of the total of approximately  1,380,000 shares of
the  Registrant's   common  stock  which  will  be  outstanding  upon  the  full
implementation of the Plan.
3

     The Plan also  provided  for a total  discharge of the  Registrant  and its
officers and directors from all pre-petition debts, expenses and legal causes of
action which may have existed on or before the filing of the  bankruptcy on June
26, 2000.

     The  Plan  also  provided  for the  payment  of  administrative  costs  and
professional  fees in the amount of approximately  $30,000 with the remainder of
any cash assets to be distributed on a pro rata basis to Class 1 creditors.

     All of the votes received from creditors and shareholders  were in favor of
acceptance of the Plan as proposed.

     The Plan was confirmed by the bankruptcy court on October 26, 2000 with the
effective date of the Plan occurring 11 days after the  confirmation,  which was
November 6, 2000.

     As a result of the reverse stock split, the Registrant's post-reverse split
common  stock is now  listed on the OTC  Bulletin  Board  under  the new  symbol
"RECM."

     The Registrant  will no longer be conducting  operations as an applications
service provider. Pursuant to the Registrant's new direction, management will be
actively  engaged in evaluating  various  companies which may offer new lines of
business and may result in a business acquisition by, or a combination with, the
Registrant.  Until such new lines of business are commenced, the Registrant will
operate with minimal assets and  liabilities and no operating  income.  Vanguard
West,  LLC will make capital  investments  or cash advances to the Registrant to
cover operating expenses of the Registrant for the foreseeable future.

                                    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 hereunto duly authorized.

                                     RECOM MANAGED SYSTEMS, INC.

Dated:  November 8, 2000             /S/ SIM FARAR
                                     Sim Farar, CEO
                                     (Authorized Officer and Principal Financial
                                     Officer)