content: THIS DOCUMENT IS A COPY OF THE FORM 8-K FILED ON JANUARY 3, 1996
  PURSUANT TO A RULE 201 TEMPORARY HARDSHIP EXEMPTION.
  
  
  
               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):  December 19, 1995
  
  
  
                 EXECUTONE INFORMATION SYSTEMS, INC.
      (Exact name of registrant as specified in its charter)
  
            Virginia                0-11551           86-0449210
  (State or other jurisdiction    (Commission        (IRS Employer
        of incorporation)         File Number)    Identification No.)
  
  
       478 Wheelers Farms Road, Milford, Connecticut        06460
          (Address of principal executive offices)        (Zip Code)
  
  
  Registrant's telephone number, including area code:  (203) 876-7600
  
  
  
  <PAGE>
  
  
  
  Item 2.  Acquisition or Disposition of Assets.
  
  On December 19, 1995 (the "Closing Date"), the Registrant
  acquired 100% of the common stock of Unistar Gaming Corp., a
  Delaware corporation ("Unistar").  Unistar  has an exclusive
  five-year contract to design, develop, finance, and manage
  the National Indian Lottery ("NIL").  The NIL will be a
  national telephone lottery authorized by federal law and be
  a compact between the State of Idaho and the Coeur d'Alene
  Indian Tribe of Idaho ("CDA").  In return for providing
  these management services to the NIL, Unistar will be paid a
  fee equal to 30% of the profits of the NIL.
  
  The Registrant acquired 100% of Unistar for 3.7 million
  shares of Executone Common Stock, 250,000 shares of
  Cumulative Convertible Preferred Stock, Series A ("Series A
  Preferred Stock") and 100,000 shares of Cumulative
  Contingently Convertible Preferred Stock, Series B ("Series
  B Preferred Stock.").
  
  The Series A Preferred Stock will have voting rights equal
  to one share of Common Stock and will earn dividends equal
  to 18.5% of the consolidated Retained Earnings of Unistar as
  of the end of a fiscal period, less any dividends paid to
  the holders of the Series A Preferred Stock prior to such
  date. The Series B Preferred Stock will have voting rights
  equal to one share of Common Stock and will earn dividends
  equal to 31.5% of the consolidated Retained Earnings of
  Unistar as of the end of a fiscal period, less any dividends
  paid to the holders of the Series B Preferred Stock prior to
  such date. All dividends on Preferred Stock are payable (i)
  when and as declared by the Board of Directors, (ii) upon
  conversion or redemption of the Series A and Series B
  Preferred Stock or (iii) upon liquidation.  The Series A and
  Series B Preferred Stock is redeemable for 13.3 million
  shares of Common Stock (Series A Preferred Stock is 4.925
  million shares and Series B Preferred Stock is 8.375 million
  shares) at the Registrant's option.  It is also convertible
  for up to an additional 13.3 million shares of Common Stock
  (Series A Preferred Stock is 4.925 million shares and Series
  B Preferred Stock is 8.375 million shares) if Unistar meets
  certain revenue and profit parameters.  Shareholder approval
  is required in the event that any of the conditions for
  conversion or redemption of the Series B Preferred Stock are
  met.
  
  The NIL cannot become operational until the resolution of a
  pending legal proceeding.  Certain states have attempted to
  block the NIL by filing Section 1084 letters preventing long-
  distance carriers from providing service to the NIL.  The
  CDA has initiated legal action to argue that the lottery is
  authorized by the Indian Gaming Regulatory Act ("IGRA")
  passed in 1988, that IGRA preempts state and federal
  statutes, and that the states lack authority to issue the
  Section 1084 notifications letters to any carrier.  The
  Registrant believes the CDA position will be upheld.
  
  
  
  
  
  
  Item 7.  Financial Statements and Exhibits.
  
       (a), (b)   Financial statements of business acquired
  and pro forma financial information.
  
       Pursuant to Item 7(a) (4) of Form 8-K, the Registrant
  hereby states that the required financial statements and pro
  forma financial information are not available at this time.
  The Registrant will file such statements and information
  under cover of Form 8 as soon as they are available, but no
  later than 60 days following the date of filing of this
  report.
  
       (c)  Exhibits.
  
       (2)  Agreement and Plan of Merger By and Among
  Executone Information Systems, Inc., Executone Newco, Inc.,
  and Unistar Gaming Corp.  Pursuant to 601 (b) (2) of
  Regulation S-K, the exhibits to this Agreement, with the
  exception of Exhibit 1.26 "Articles of Amendment" which
  describes the new classes of preferred stock, are omitted.
  The Registrant will furnish supplementally to the Commission
  any omitted exhibit upon request.
  
  
  <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.
  
  
                      EXECUTONE INFORMATION SYSTEMS, INC.
  
  
                            By:  /s/ Anthony R. Guarascio
                                 Anthony R. Guarascio
                                 Vice President, Finance and
                                 Chief Financial Officer
  
  
  Date:   January 3, 1996
  
  
  
  <PAGE>
  
  
  
                          EXHIBIT INDEX
  
  
  Exhibit
  Number         Document
  
    2            Agreement and Plan of Merger By and Among Executone
                 Information Systems, Inc., Executone Newco, Inc., and
                 Unistar Gaming Corp., including Exhibit 1.26 of subject
                 agreement entitled "Articles of Amendment".  Other exhibits
                 to this Agreement are omitted pursuant to 601 (b) (2) of
                 Regulation S-K.
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metadata_filer: {"company-data": {"conformed-name": "EXECUTONE INFORMATION SYSTEMS INC", "cik": "0000725282", "assigned-sic": "7385", "irs-number": "860449210", "state-of-incorporation": "VA", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-11551", "film-number": "00000000"}, "business-address": {"street1": "478 WHEELERS FARMS RD", "city": "MILFORD", "state": "CT", "zip": "06460", "phone": "2038767600"}, "mail-address": {"street1": "478 WHEELERS FARMS RD", "city": "MILFORD", "state": "CT", "zip": "06460-1847"}, "former-company": {"former-conformed-name": "VODAVI TECHNOLOGY CORP", "date-changed": "19880802"}}
text: THIS DOCUMENT IS A COPY OF THE FORM 8-K FILED ON JANUARY 3, 1996
  PURSUANT TO A RULE 201 TEMPORARY HARDSHIP EXEMPTION.
  
               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):  December 19, 1995
  
                 EXECUTONE INFORMATION SYSTEMS, INC.
      (Exact name of registrant as specified in its charter)
  
            Virginia                0-11551           86-0449210
  (State or other jurisdiction    (Commission        (IRS Employer
        of incorporation)         File Number)    Identification No.)
  
       478 Wheelers Farms Road, Milford, Connecticut        06460
          (Address of principal executive offices)        (Zip Code)
  
  Registrant's telephone number, including area code:  (203) 876-7600
  Item 2.  Acquisition or Disposition of Assets.
  
  On December 19, 1995 (the "Closing Date"), the Registrant
  acquired 100% of the common stock of Unistar Gaming Corp., a
  Delaware corporation ("Unistar").  Unistar  has an exclusive
  five-year contract to design, develop, finance, and manage
  the National Indian Lottery ("NIL").  The NIL will be a
  national telephone lottery authorized by federal law and be
  a compact between the State of Idaho and the Coeur d'Alene
  Indian Tribe of Idaho ("CDA").  In return for providing
  these management services to the NIL, Unistar will be paid a
  fee equal to 30% of the profits of the NIL.
  
  The Registrant acquired 100% of Unistar for 3.7 million
  shares of Executone Common Stock, 250,000 shares of
  Cumulative Convertible Preferred Stock, Series A ("Series A
  Preferred Stock") and 100,000 shares of Cumulative
  Contingently Convertible Preferred Stock, Series B ("Series
  B Preferred Stock.").
  
  The Series A Preferred Stock will have voting rights equal
  to one share of Common Stock and will earn dividends equal
  to 18.5% of the consolidated Retained Earnings of Unistar as
  of the end of a fiscal period, less any dividends paid to
  the holders of the Series A Preferred Stock prior to such
  date. The Series B Preferred Stock will have voting rights
  equal to one share of Common Stock and will earn dividends
  equal to 31.5% of the consolidated Retained Earnings of
  Unistar as of the end of a fiscal period, less any dividends
  paid to the holders of the Series B Preferred Stock prior to
  such date. All dividends on Preferred Stock are payable (i)
  when and as declared by the Board of Directors, (ii) upon
  conversion or redemption of the Series A and Series B
  Preferred Stock or (iii) upon liquidation.  The Series A and
  Series B Preferred Stock is redeemable for 13.3 million
  shares of Common Stock (Series A Preferred Stock is 4.925
  million shares and Series B Preferred Stock is 8.375 million
  shares) at the Registrant's option.  It is also convertible
  for up to an additional 13.3 million shares of Common Stock
  (Series A Preferred Stock is 4.925 million shares and Series
  B Preferred Stock is 8.375 million shares) if Unistar meets
  certain revenue and profit parameters.  Shareholder approval
  is required in the event that any of the conditions for
  conversion or redemption of the Series B Preferred Stock are
  met.
  
  The NIL cannot become operational until the resolution of a
  pending legal proceeding.  Certain states have attempted to
  block the NIL by filing Section 1084 letters preventing long-
  distance carriers from providing service to the NIL.  The
  CDA has initiated legal action to argue that the lottery is
  authorized by the Indian Gaming Regulatory Act ("IGRA")
  passed in 1988, that IGRA preempts state and federal
  statutes, and that the states lack authority to issue the
  Section 1084 notifications letters to any carrier.  The
  Registrant believes the CDA position will be upheld.
  
  Item 7.  Financial Statements and Exhibits.
  
       (a), (b)   Financial statements of business acquired
  and pro forma financial information.
  
       Pursuant to Item 7(a) (4) of Form 8-K, the Registrant
  hereby states that the required financial statements and pro
  forma financial information are not available at this time.
  The Registrant will file such statements and information
  under cover of Form 8 as soon as they are available, but no
  later than 60 days following the date of filing of this
  report.
  
       (c)  Exhibits.
  
       (2)  Agreement and Plan of Merger By and Among
  Executone Information Systems, Inc., Executone Newco, Inc.,
  and Unistar Gaming Corp.  Pursuant to 601 (b) (2) of
  Regulation S-K, the exhibits to this Agreement, with the
  exception of Exhibit 1.26 "Articles of Amendment" which
  describes the new classes of preferred stock, are omitted.
  The Registrant will furnish supplementally to the Commission
  any omitted exhibit upon request.
  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.
  
                      EXECUTONE INFORMATION SYSTEMS, INC.
  
                            By:  /s/ Anthony R. Guarascio
                                 Anthony R. Guarascio
                                 Vice President, Finance and
                                 Chief Financial Officer
  
  Date:   January 3, 1996
  EXHIBIT INDEX
  
  Exhibit
  Number         Document
  
    2            Agreement and Plan of Merger By and Among Executone
                 Information Systems, Inc., Executone Newco, Inc., and
                 Unistar Gaming Corp., including Exhibit 1.26 of subject
                 agreement entitled "Articles of Amendment".  Other exhibits
                 to this Agreement are omitted pursuant to 601 (b) (2) of
                 Regulation S-K.