UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 10-QSB

                                   (Mark One)

[X]  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE
ACT  OF  1934  FOR  THE  PERIOD  ENDED  September  30,  2001
                                        --------------------
                                       OR
[ ]  TRANSITION  REPORT  PURSUANT  TO  SECTION  13  OR 15(D) OF THE SECURITIES
EXCHANGE  ACT  OF  1934
FOR  THE  TRANSITION  PERIOD  From ______________ to_____________.

                       Commission File Number 33-14982-LA
                                              -----------

                         FIGHTON SUCCESSION CORPORATION
             (Exact name of registrant as specified in its charter)

                 [To Be Known As Key Card Communications, Inc.]

               California                                        33-0897453
               ----------                                        ----------
     (State or other jurisdiction of                          (I.R.S. Employer
     incorporation  or organization)                         Identification No.)

                      5969 Cattleridge Boulevard, Suite 200
                             Sarasota, Florida 34232
                             -----------------------
                    (Address of principal executive officers)
                                 (941) 552-2140
                                 --------------
              (Registrant's telephone number, including area code)

         19900 MacArthur Boulevard, Suite 660, Irvine, California 92612
         --------------------------------------------------------------
    (Former name, former address and former fiscal year, if changed since last
                                     report)

Indicate by check mark whether the registrant (l) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the  preceding  12  months  (or for such shorter periods that the registrant was
required  to  file such reports)  X Yes,    No, and (2) has been subject to such
                                 ---    ---
filing  requirements  for  the  past  90  days  X  Yes,     No.
                                               ---      ---

                APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
                   PROCEEDINGS DURING THE PRECEDING FIVE YEARS

Indicate  by  check  mark  whether  the  registrant  has filed all documents and
reports  required  to  be  filed  by Sections 12, 13, or 15(d) of the Securities
Exchange  Act  of 1934 subsequent to the distribution of securities under a plan
confirmed  by  the  court.  Yes  No    Not  Applicable
                                       ---------------

                      APPLICABLE ONLY TO CORPORATE ISSUERS

Indicate  the  number  of  shares outstanding of each of the issuer's classes of
common  stock,  as  of  the  latest  practical  date:

Common  Stock,  No Par Value - 19,930,260 outstanding shares as of September 30,
2001;  50,000,000  Authorized.


<PAGE>
                                      INDEX

                   FIGHTON SUCCESSION CORPORATION - INCLUDING
         KEY CARD COMMUNICATIONS, INC., AND 5 STAR COMMUNICATIONS, INC.
                         ITS' WHOLLY OWNED SUBSIDIARIES

                      For Quarter Ending September 30, 2001

Part  I.  Financial  Information

          Item 1.   Financial  Statements  (Unaudited)

                    Condensed  consolidated  balance  sheet - September 30, 2001
                    and  unconsolidated  for  December  31,  2000.

                    Condensed  consolidated  statements  of  operations  - Three
                    months  ended  September 30, 2001, and for the period August
                    31, 2001 (Date of Consolidation) through September 30, 2001.

                    Condensed  consolidated  statements  of  cash  flows - Three
                    months  ended  September 30, 2001, and for the period August
                    31, 2001 (Date of Consolidation) through September 30, 2001.

                    Notes  to  condensed  consolidated  financial  statements  -
                    September  30,  2001

          Item 2.   Management's  Discussion and Analysis of Financial Condition
                    and  Results  of  Operations

          Item 3.   Quantitative and Qualitative Disclosures About Market Risks

Part II.  Other  Information

          Item 1.   Legal  Proceedings

          Item 2.   Changes  in  Securities  and  Use  of  Proceeds

          Item 4.   Submission  of  Matters  to  a  Vote  of  Security  Holders

          Item 5.   Other  Information

          Item 6.   Exhibits  and  Reports  on  Form  8-K


Signatures


<PAGE>
                         PART I - FINANCIAL INFORMATION

ITEM  I.  FINANCIAL  STATEMENTS:







                         FIGHTON SUCCESSION CORPORATION
                                AND SUBSIDIARIES
                        CONSOLIDATED FINANCIAL STATEMENTS
                            AS OF SEPTEMBER 30, 2001







<PAGE>
<TABLE>
<CAPTION>
                         FIGHTON SUCCESSION CORPORATION
                                AND SUBSIDIARIES



                                    CONTENTS
                                    --------



PAGE    1             INDEPENDENT ACCOUNTANT'S REPORT
<S>    <C>  <C>
PAGE     2  CONSOLIDATED BALANCE SHEET AS OF SEPTEMBER 30, 2001
                                                     (UNAUDITED)

PAGE     3  CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE
            THREE AND NINE MONTHS ENDEDSEPTEMBER 30, 2001
                                                     (UNAUDITED)

PAGE     4  CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE NINE
            MONTHS ENDEDSEPTEMBER 30, 2001 (UNAUDITED)

PAGES    5  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS AS OF
            SEPTEMBER 30, 2001 (UNAUDITED)
</TABLE>


<PAGE>
                         INDEPENDENT ACCOUNTANTS' REPORT
                         -------------------------------



To  the  Board  of  Directors  of:
     Fighton  Succession  Corporation  and  Subsidiaries


We  have  reviewed  the  accompanying  consolidated balance sheet, statements of
operations  and cash flows of Fighton Succession Corporation and Subsidiaries as
of  September  30, 2001 and for the three months then ended.  These consolidated
financial  statements  are  the  responsibility  of  the  Company's  management.

We conducted our review in accordance with standards established by the American
Institute  of  Certified  Public  Accountants.  A  review  of  interim financial
information  consists principally of applying analytical procedures to financial
data  and  making  inquiries of persons responsible for financial and accounting
matters.  It  is  substantially  less  in  scope  than  an  audit  conducted  in
accordance with generally accepted auditing standards, the objective of which is
the  expression  of  an  opinion  regarding  the financial statements taken as a
whole.  Accordingly,  we  do  not  express  such  an  opinion.

Based  on our review, we are not aware of any material modifications that should
be  made to the accompanying consolidated financial statements for them to be in
conformity with accounting principles generally accepted in the United States of
America.

The  accompanying  consolidated financial statements have been prepared assuming
that  the  Company  will continue as a going concern.  As discussed in Note 3 to
the  financial  statements,  the  Company's  working  capital  deficiency  of
$1,612,405, stockholders' deficiency of $1,103,495, and net loss from operations
of  $5,614,804  raise substantial doubt about its ability to continue as a going
concern.  Management's  Plan  in  regards  to these matters is also described in
Note  3.  The  financial  statements  do  not include any adjustments that might
result  from  the  outcome  of  this  uncertainty.



WEINBERG  &  COMPANY,  P.A.



Boca  Raton,  FL
November  16,  2001


<PAGE>
                 FIGHTON SUCCESSION CORPORATION AND SUBSIDIARIES
                           CONSOLIDATED BALANCE SHEET
                            AS OF SEPTEMBER 30, 2001
                            ------------------------
                                   (UNAUDITED)


          See accompanying notes to consolidated financial statements.
                                        4

<TABLE>
<CAPTION>
                                          ASSETS
                                          ------

<S>                                                                          <C>
CURRENT ASSETS
  Cash                                                                       $    64,548
  Accounts receivable - net                                                      156,378
  Inventory                                                                       15,000
  Employee advances                                                              148,450
  Due from stockholder                                                           198,097
  Prepaid rent                                                                    12,232
                                                                             ------------
    Total Current Assets                                                         594,705

PROPERTY & EQUIPMENT - NET                                                       467,388

OTHER ASSETS
  License agreement                                                               72,500
                                                                             ------------

TOTAL ASSETS                                                                 $ 1,134,593
===========================================================================  ============

                    LIABILITIES AND STOCKHOLDERS' DEFICIENCY
                    ----------------------------------------

CURRENT LIABILITIES
  Notes, loans and capital leases payable - current portion                  $   894,000
  Accounts payable and accrued expenses                                        1,155,485
  Due to related parties                                                         157,625
                                                                             ------------
    Total Current Liabilities                                                  2,207,110

LONG-TERM LIABILITIES
  Notes and capital leases payable - less current maturities                      30,978
                                                                             ------------
    Total Liabilities                                                          2,238,088
                                                                             ------------

STOCKHOLDERS' DEFICIENCY
  Common stock, no par value, 50,000,000 shares authorized, 17,780,260 shares  6,624,343
    issued and outstanding
  Accumulated deficit                                                         (7,727,838)
                                                                             ------------

    Total Stockholders' Deficiency                                            (1,103,495)
                                                                             ------------

TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIENCY                               $ 1,134,593
===========================================================================  ============
</TABLE>


<PAGE>
------
                 FIGHTON SUCCESSION CORPORATION AND SUBSIDIARIES
                 -----------------------------------------------
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                      -------------------------------------
                                   (UNAUDITED)


<TABLE>
<CAPTION>
                                                 For the Three    For the Nine
                                                 Months Ended     Months Ended
                                                 September 30,    September 30,
                                                     2001             2001
                                                ---------------  ---------------
<S>                                             <C>              <C>
REVENUES - NET                                  $    1,028,493   $    4,458,532

COST OF REVENUES                                       782,005        3,519,565
                                                ---------------  ---------------

GROSS PROFIT                                           246,488          938,967
                                                ---------------  ---------------

OPERATING EXPENSES
  Salaries and commission                              350,529        1,307,199
  Professional and consulting fees                     483,052        4,020,849
  Corporate acquisition costs                          350,000          350,000
  Other general and administrative                     195,062          661,537
  Rent                                                  58,489          130,786
  Depreciation                                          29,100           83,400
                                                ---------------  ---------------
    Total Operating Expenses                         1,466,232        6,553,771
                                                ---------------  ---------------

LOSS FROM OPERATIONS                                (1,219,744)      (5,614,804)
                                                ---------------  ---------------

OTHER INCOME (EXPENSE)
  Gain on settlement of debt                                 -           78,615
  Interest income                                        5,386            5,386
  Interest expense - other                             570,000         (851,412)
                                                ---------------  ---------------
    Total Other Income (Expense)                      (575,386)        (767,411)
                                                ---------------  ---------------

NET LOSS                                        $   (1,795,130)  $   (6,382,215)
                                                ===============  ===============

NET LOSS PER COMMON SHARE - BASIC AND DILUTED   $        (0.11)  $        (0.49)
                                                ===============  ===============

WEIGHTED AVERAGE NUMBER OF COMMON SHARES
OUTSTANDING - BASIC AND DILUTED                     16,100,477       12,999,910
                                                ===============  ===============
</TABLE>


<PAGE>
                 FIGHTON SUCCESSION CORPORATION AND SUBSIDIARIES
                      CONSOLIDATED STATEMENT OF CASH FLOWS
                  FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2001
                  --------------------------------------------
                                   (UNAUDITED)


<TABLE>
<CAPTION>


<S>                                                                                   <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
  Net Loss                                                                            $(6,382,215)
  Adjustments to reconcile net loss to net cash provided by in operating activities:
  Common stock issued for services                                                      4,441,243
  Common stock issued for interest                                                        820,000
  Gain on extinguishments of debt                                                         (78,615)
  Depreciation                                                                             83,400
  Changes in operating assets and liabilities:
  (Increase) Decrease in:
    Accounts receivable                                                                    23,700
    Inventory                                                                               1,692
    Employee advances                                                                    (119,550)
    Prepaid rent                                                                           78,499
  Increase in:
    Accounts payable and accrued expenses                                                 182,881
    Due to related party                                                                   98,625
    Loans payable                                                                         963,022
                                                                                      ------------
      Net Cash Provided By Operating Activities                                           112,682
                                                                                      ------------

CASH FLOWS FROM INVESTING ACTIVITIES:
  Purchase of property and equipment                                                      (86,252)
  Purchase of License agreement                                                           (12,500)
  Amounts due from stockholder - net                                                     (197,194)
                                                                                      ------------
    Net Cash Used In Investing Activities                                                (295,946)
                                                                                      ------------

CASH FLOWS FROM FINANCING ACTIVITIES:
  Repayment of loan to stockholder                                                       (886,100)
  Proceeds from issuance of common stock to investors                                     996,414
                                                                                      ------------
    Net Cash Provided By Financing Activities                                             110,314
                                                                                      ------------

NET DECREASE IN CASH                                                                      (72,950)

CASH - BEGINNING OF YEAR                                                                  137,498
                                                                                      ------------

CASH - END OF YEAR                                                                    $    64,548
                                                                                      ============

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
------------------------------------------------

Cash paid during the year for interest                                                $    31,412
                                                                                      ============
</TABLE>


<PAGE>
                 FIGHTON SUCCESSION CORPORATION AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                            AS OF SEPTEMBER 30, 2000
                            ------------------------
                                   (UNAUDITED)


NOTE  1   BASIS  OF  PRESENTATION
-------   -----------------------

          The  accompanying  unaudited interim consolidated financial statements
          have  been  prepared  in accordance with generally accepted accounting
          principles  and  the  rules  and  regulations  of  the  Securities and
          Exchange  Commission  for  interim financial information. Accordingly,
          they  do not include all the information and footnotes necessary for a
          comprehensive  presentation  of  financial  position  and  results  of
          operations.

          It  is management's opinion, however, that all adjustments (consisting
          of  normal  recurring  adjustments) have been made which are necessary
          for  a  fair  financial  statement  presentation.  The results for the
          interim  period  are  not  necessarily indicative of the results to be
          expected  for  the  year.

          For  further  information,  refer  to  the  financial  statements  and
          footnotes  included  in  the  Company's  Form  10-KSB.

NOTE  2   ORGANIZATION
-------   ------------

          Fighton  Succession  Corporation  (the  "Company") was incorporated on
          February  17,2000  in  the  State  of California. The company provides
          prepaid  long  distance  calling card services, which incorporate toll
          free  access numbers and personal identification numbers printed in an
          array  of branded phone cards. Purchasers of these prepaid phone cards
          are  able to place international and domestic long distance calls from
          any  touch-tone  phone  in  the  continental  United  States.

          On  August  31,  2001 the Company effected a business combination with
          Key  Card  Communications,  Inc.  ("Key  Card")  whereby  the  Company
          acquired all of the shares of Key Card in exchange for the issuance of
          16,716,414 shares of common stock. The reorganization was treated as a
          recapitalization of Key Card for accounting purposes. Accordingly, the
          financial  statements  include  the  following:

          1)   The  balance  sheet  consists  of  the  net  assets  of  Fighton
               Succession  Corporation  and  its  subsidiary  Key  Card
               Communications,  Inc.  at  historical  cost.

          2)   The  statement  of operations includes the operations of Key Card
               Communications,  Inc.  for  all  of the periods presented and the
               operations of Fighton Succession Corporation from the date of the
               recapitalization.


<PAGE>
NOTE  3   GOING  CONCERN
-------   --------------

          As  reflected  in the accompanying financial statements, the Company's
          current  period  loss  of  $5,614,804,  working  capital deficiency of
          $1,612,405,  and  stockholders'  deficiency  of  $1,103,495  raise
          substantial  doubt  about  its ability to continue as a going concern.
          The ability of the Company to continue as a going concern is dependent
          on the Company's ability to raise additional capital and implement its
          business plan. The financial statements do not include any adjustments
          that  might  result  from  the  outcome  of  this  uncertainty.

          The  Company  has  continued its prepaid calling card sales efforts to
          increase  revenue  growth.  The  Company  intends  to raise additional
          equity  capital  through the sale of common stock. Management believes
          that  actions presently taken to obtain additional funding provide the
          opportunity  for  the  Company  to  continue  as  a  going  concern.


<PAGE>


<PAGE>


<PAGE>









































<PAGE>
ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
         OF  OPERATIONS

Forward-looking  statements  in  this  Report,  including  without  limitation,
statements  relating  to  the  company's  plans,  strategies,  objectives,
expectations,  projections, intentions, anticipations and adequacy of resources,
are  made  pursuant  to  the  safe  harbor  provisions of the Private Securities
Litigation  Reform  Act  of  1995.  Investors  are  cautioned  that  such
forward-looking  statements  while  made  in  good  faith  involve  risks  and
uncertainties;  including,  without  limitation  to,  the  following:  (i)  the
company's plans, strategies, objectives, expectations and intentions are subject
to change at any time at the discretion of the company; (ii) the company's plans
and  results  of  operations will be affected by the company's ability to manage
its  growth  and  inventory  (iii)  other  risks  and uncertainties which may be
indicated  from  time  to  time in the company's filings with the Securities and
Exchange  Commission.  Neither  Securities and Exchange Commission nor any other
regulatory  body  takes  any  position  as  to  the  accuracy of forward looking
statements.

Historical  Background

SINCE  ITS  INCORPORATION  ON  FEBRUARY 17, 2000, FIGHTON SUCCESSION CORPORATION
("FIGHTON")  HAS  BEEN  AN  INACTIVE  CORPORATION,  WHICH HAS NOT ENGAGED IN ANY
ACTIVE BUSINESS PURPOSE, NOR HAD ANY MATERIAL ASSETS OR LIABILITIES. FIGHTON WAS
FORMED  FOR  THE  SOLE  PURPOSE  OF  FINDING  A  SUITABLE  MERGER OR ACQUISITION
CANDIDATE  OR  CANDIDATES  AND  BELIEVES  THAT  IT HAS NOW COMPLETED ITS INITIAL
ORGANIZATIONAL  PURPOSE THROUGH THE ACQUISITION OF KEY CARD COMMUNICATIONS, INC.
("KEY  CARD")  AS  ITS PRINCIPAL OPERATING SUBSIDIARY.  IN LIKE MANNER, KEY CARD
CONDUCTS  SOME  OF  ITS OPERATIONS, AS DESCRIBED BELOW, THROUGH ITS WHOLLY OWNED
SUBSIDIARY  5  STAR  COMMUNICATIONS,  INC.  ("5  STAR"). THE CULMINATION OF THIS
ACQUISITION  HAS  BEEN  DEEMED TO BE AUGUST 31, 2001 AT WHICH TIME THE COMPANIES
WERE DEEMED TO BE OWNED AND OPERATED AS A CONSOLIDATED ENTITY WITH FIGHTON BEING
THE  PARENT CORPORATION AND KEY CARD AND 5 STAR BEING THE WHOLLY OWNED OPERATING
SUBSIDIARIES.  FINANCIAL  STATEMENTS  FOR THE PERIODS OF SEPTEMBER 30, 2001 ARE,
THEREFOR,  REPORTED  ON  A  CONDENSED,  CONSOLIDATED  BASIS  TO  REFLECT  THIS
ACQUISITION;  THOUGH  IT  NEEDS  TO  BE UNDERSTOOD THAT THERE HAS BEEN NO ASSETS
ACQUIRED  BY  THE PARENT CORPORATION OR ACTIVE BUSINESS PURPOSES OTHER THAN THAT
REFLECTED  IN  THE  FINANCIAL STATEMENTS FOR KEY CARD AND 5 STAR.  CONSEQUENTLY,
THE FOREGOING FINANCIAL STATEMENTS ALMOST ENTIRELY REFLECTS ASSETS, LIABILITIES,
REVENUES AND POTENTIAL INCOME OR LOSSES ATTRIBUTABLE TO KEY CARD AND 5 STAR, AND
NOT  TO  THE  PARENT  ENTITY,  FIGHTON.

Fighton  filed  a  Form  10  Registration Statement to become a public reporting
company with the Securities and Exchange Commission (SEC) on March 23, 2000.  On
March  29,  2000  Fighton  received a notice from the SEC that no review of this
filing  would  be made and that Fighton would be deemed to be a public reporting
company  pursuant  to the Securities and Exchange Act of 1934 subsequent to that
date.  At  all  times,  Fighton  did  not have, or propose to assert, any active
business  purpose  but  was  formed  for the purposes of acquiring by merger, or
other  form  of acquisition, a suitable operating entity which would then either
continue  as an operating division of Fighton or effect a subsequent merger into
a  resulting  public  company.

FIGHTON  HOLDS  A  SMALL MINORITY INTEREST (10,000 SHARES) IN AN INACTIVE PUBLIC
COMPANY  KNOWN  AS  LATIN  AMERICAN  SUBCARRIER  SERVICE  GROUP,  INC.  ("LATIN
AMERICAN")  FOR WHICH IT EXCHANGED 10,000 OF ITS SHARES AND WHICH FIGHTON SHARES
WERE  SUBSEQUENTLY  DISTRIBUTED TO THE LATIN AMERICAN SHAREHOLDERS.  THE COMPANY
DOES  NOT  REGARD  THIS  TRANSACTION  AS  SIGNIFICANT OR RELEVANT TO ITS CURRENT
OPERATIONS.


<PAGE>
On  March  6,  2001  Fighton entered into a preliminary Reorganization Agreement
commonly  known  as  reverse  acquisition  in  which it was agreed that majority
shareholders  of  Fighton  would exchange their shares for all of the issued and
outstanding  shares  of Key whereby Key and 5 Star would become the wholly owned
and  sole operating subsidiaries of Fighton and the prior Key shareholders would
own  94%  of  the  issued and outstanding shares of Fighton to be exchanged on a
one-to-one share ratio.  Thereafter, the Fighton entity would change its name to
be known as Key Card Communications, Inc. and change the name of its fully owned
subsidiary  to  Key  Card  Operating  Company, Inc., or similar name which would
continue  its  business  both  directly  and  through its 5 Star subsidiary as a
producer  and  distributor  of business and consumer telephone calling cards and
related  services.

In  order to complete the reorganization on a one-to-one sharehold basis it also
became necessary to issue out approximately 11,716,414 Fighton restricted shares
in  addition  to  the  approximate  5,000,000  shares  transferred.

It was deemed that this reverse acquisition was completed as of August 31, 2001,
and  shortly  prior  to such date, the Key Card Communications shareholders were
issued  16,716,414  of  the  Fighton  shares  for  an equal number of Key shares
constituting  all  of the issued and outstanding shares of Key.  The 16, 716,414
shares of Fighton held by the Key shareholders constitutes 94% of the 17,780,260
issued  and outstanding shares.  It is the intent of Key Company to complete the
distribution of such shares as an unregistered spin-off to its shareholders on a
one-for-one  share  basis  without further consideration.  All of the previously
issued  Key  shares  are  deemed now to be fully held by Fighton, as well as its
wholly  owned  subsidiary,  5  Star.

At the time of this reverse acquisition Key was being advised by Mackenzie Shea,
a  California based business consulting firm. Mackenzie Shea was responsible for
finding  Key  Card  the  Fighton  Succession public company in which BAC was the
principal  shareholder  and in introducing BAC to the Key principals.  Mackenzie
Shea  additionally  arranged  all  other  terms  of  the  reverse  acquisition.
Mackenzie  Shea  has advised Key Card that it had a beneficial interest from the
proceeds  of Key Card's purchase of Fighton Succession.  Mackenzie Shea was also
instrumental  in  arranging  the  initial  financing  for  Key  through  Newpont
Fiduciaries,  as  described  under  the  Liquidity  Section  below.

Mackenzie  Shea introduced Key Card to Newpont and negotiated and structured the
Newpont  Option  Agreement  from  which  Key  obtained  its acquisition funding.
Mackenzie Shea as well as certain of Key's officers and directors continue to be
material  shareholders  of  Key/Fighton.

To  complete  all  terms  of  the reverse acquisition, Fighton intends to call a
shareholders  meeting  prior  to  the  close of 2001 to vote upon and affirm the
following  specific  terms  and  actions  of  the  reverse  acquisition  and
reorganization:

1.   THE FORMAL CHANGE OF THE NAME OF FIGHTON SUCCESSION CORPORATION TO KEY CARD
     COMMUNICATIONS,  INC.

2.   RATIFICATION  OF  THE  CHANGE  OF NAME OF THE OPERATING SUBSIDIARY KEY CARD
     COMMUNICATIONS,  INC.  TO  KEY  CARD  OPERATING  COMPANY,  INC.


<PAGE>
3.   TO  VOTE UPON AND RATIFY THE PRIOR APPOINTMENT OF DIRECTORS. THE ONLY KNOWN
     NOMINEES  TO  BE PRESENTED AT THIS TIME AT SUCH SHAREHOLDER MEETING ARE THE
     INTERIM  APPOINTED  DIRECTORS,  EARLIER  ELECTED  BY  MAJORITY  SHAREHOLDER
     CONSENT,  AS  FOLLOW:

     Mr. B. Stephen May, Director and Chairman of the Board
     Mr. Michael Rejbeni, Director
     Mrs. Marsha Bates,  Director

     It  should be noted that the board also has appointed Mr. B. Stephen May to
     act  as  the  CEO  and Treasurer of the company. Mr. Michael Rejbeni is the
     President  and  Chief  Operating  Officer,  Mr.  Clifford  Wildes  the Vice
     President  and  Marsha  Bates  is  the  Secretary.

4.   THE SHAREHOLDERS WILL FURTHER BE ASKED TO RATIFY THE REORGANIZATION AND ALL
     ACTIONS  TAKEN  ON  AN INTERIM BASIS BY THE BOARD MEMBERS AND OFFICERS BOTH
     PRIOR  TO  AND  SUBSEQUENT  TO  THEIR APPOINTMENT BY A MAJORITY SHAREHOLDER
     CONSENT  RESOLUTION.

5.   FINALLY,  THE  SHAREHOLDERS  WILL BE ASKED TO PROVIDE STANDBY AUTHORITY AND
     APPROVAL  FOR  THE  BOARD  OF  DIRECTORS FOR A POTENTIAL MULTI-PARTY MERGER
     WHEREBY  THE  PARENT  AND  THE  TWO SUBSIDIARIES MAY BE MERGED WITH A THIRD
     CORPORATION  CREATED IN NEVADA FOR THE PURPOSES OF CREATING A SINGLE NEVADA
     PUBLIC  CORPORATE  ENTITY.  THE  BOARD  OF DIRECTORS HAS NOT YET DETERMINED
     WHETHER  IT  WILL  OFFICIALLY  MOVE  FORWARD  FOR  A PROPOSAL FOR MERGER AS
     OUTLINED  BY  THIS  PARAGRAPH  AND  SUCH  AUTHORITY  WILL  ONLY BE STAND-BY
     AUTHORITY  TO  PROCEED  WITH SUCH MERGER AND TO APPROVE SUCH MERGER WITHOUT
     FURTHER  SHAREHOLDER  VOTE.

It  is  anticipated,  at the proposed shareholder meeting, that the shareholders
will  be  provided  with standard and customary Dissenting Shareholder Rights as
required  or  as  may  be  allowed  under  California  law.

As  a  result  of  this  reorganization,  Fighton  is  technically reporting its
foregoing  financial  statements  on  a  consolidated  basis;  that is, with the
financial  statement  of  the  parent  and  subsidiaries  combined into a single
financial  statement.  However,  it  should  be  realized  and  understood, as a
practical  matter,  that Fighton had no active business purpose, no revenues and
essentially  no  assets  or  liabilities;  such  that  all  financial statements
reported  in  this  10-QSB should be deemed and understood to be essentially the
financial  statements  for  Key  Card and 5 Star.  As also noted above, Key Card
Communications,  Inc.  will  become  known as Key Card Operating, Inc. on a long
term  or interim basis depending on whether the Board of Directors determines to
go  forward  with  a  formal  merger  of  the  entities.

Key Card Communications, Inc. was incorporated in the State of Florida on May 8,
2000  as  a  privately  held  corporation.  Its  initial  capital stock of 1,000
shares,  having  a  par  value of $1.00 each, was increased to 20 Million shares
having  a  par  value  at  a $.001 as of June 27, 2000.  On January 28, 2000 the
Articles  of  the corporation were again amended to authorize the issuance of 10
Million  shares  of  preferred voting stock, having a par value of $.001.  As of
the  date  of  the closing of the reorganization with Fighton on August 31, 2001
all  of  the  16,716,414  issued and outstanding restricted common and preferred


<PAGE>
shares  of  Key  were deemed exchanged for an equal number of Fighton restricted
common  shares,  1,450,000.  There  were  1,415,000  preferred  Key  shares
outstanding,  the  balance  of  15,301,414  was  common  stock.

As  noted  previously,  Key  is  in  the process of completing a spin-out of the
acquired  Fighton  shares  to its shareholders on a one-to-one shareholder basis
without  further consideration.  Key presently has approximately 44 shareholders
of  record.  Fighton  has  approximately  439  shareholders of record.  Of these
Fighton  shareholders,  the  non-Key  Card  shareholders  hold  a  total  of
approximately  1,063,846  shares.

Results  of  Operations

Key  Card  and  5 Star engage in the business of providing prepaid long distance
services.  Key  Card  completes  these  operations independently and through its
100%  wholly owned subsidiary 5 Star Communications, Inc. which is also reported
as  part  of  these  consolidated  financial  statements.  Accordingly,  the
consolidated  financial  statements  also  contain  accounting  for  5  Star's
participation within Key Card.  As both companies provide identical services and
products,  no  attempt  has  been  made to segregate their financial accounting.

Key  Card and 5 Star's core product is a prepaid calling card which incorporates
toll free access numbers and pin, and personal identification numbers printed on
an  array  of  branded phone cards.  Purchasers of these prepaid phone cards are
able to place international and domestic long distance calls from any touch tone
phone  in  the  continental  United  States at what are believed to be favorable
rates.  The  branded cards, in conjunction with Key Card business model and sale
program, have allowed Key Card to develop a market presence and repeat customers
and  revenues.

Key  Card focuses primarily in sale of cards to retailers and prepaid phone card
distributors.  These  resales  are  believed attracted to Key Card's phone cards
due  to  their  branded  packaging,  profitability,  and  ease  of  use.

At  present,  Key Card/5 Star has realized total gross revenues of approximately
$5,149,656  for  the  calendar  year  ending December 31, 2000 and approximately
$4,458,532  in  revenues  year-to-date through the September 30, 2001 accounting
period.  Key  Card/5  Star has not obtained an operating profit for these period
and  had  a  net  loss  for  fiscal  year  2000  of $1,345,373 and anticipates a
year-to-date net loss through September 30, 2001 of $6,382,215.  Key Card/5 Star
has  an  accumulated  deficit  of $7,727,838.  Key Card/5 Stare anticipates, but
cannot  warrant,  that  it will obtain its first quarterly profits for the forth
quarter  of the calendar year 2001 ending December 31, 2001.  Key Card/5 Star is
not able to break down the relative profit or revenues as segregated between its
own operations and that of its totally owned subsidiary, 5 Star, and essentially
treats  the  flow  of revenues and any profit or loss as an integrated financial
effort.

As  noted  previously,  Fighton  has not and will not contribute any revenues or
profits  to  the  reorganized  company.


<PAGE>
Key  Card/5  Star  has  in  the past 12 months experienced several problems with
various  networks  it  has  contracted  to use.  These problems have on occasion
resulted  in  the  network being terminated and some of the phone cards Key Card
has out in the market place being turned off and rendered useless.  Key Card has
filed  lawsuits  against  some  of  those  network  carriers, noted in the Legal
Proceedings,  because  of  the lost profits and customers it has incurred due to
the  interruption of its business.  Key Card/5Star believes that it has suffered
significant  lost revenue and profits over the course of the year.  Although the
company  has  taken  steps  to insure that its current network relationships are
stable  it can not warrant that it will not have interruptions of service in the
future.

Key Card/5 Star has in the past suffered lost revenue due to employee conversion
of  sales  for personal benefit as noted in the Legal Proceedings.  Although the
company  has  taken  additional  steps to protect its trade secrets and customer
list  as  well  as other confidential information that company can not represent
that  these  types  of  problems will not occur in the future.  Key Card has all
employees'  sign  a non-compete and confidentiality agreement, which the company
hopes,  will  deter  this  type  of  activity  from  occurring  in  the  future.

Key/5  Star  anticipates  that  the  majority  of  its revenue growth during the
calendar  year  2002  should  occur  in  the second and third quarters primarily
through  anticipated  expanded  sales  and the point of activation program.  The
majority  of  growth  is  anticipated  in  the  sectors.

As  of  October  10, 2001, Key Card has entered a customer service contract with
Morgan  Beaumont,  Inc.,  a  related  party  privately  held entity, which sells
memberships and benefit packages related to computer sales and financing.  Under
the  terms of the customer service and support agreement, Morgan will pay to Key
Card  $4.00/per collected sales for each of the Key Card phone cards distributed
by  Morgan  under  its  benefit  packages.

Morgan  has  represented to Key, though Key cannot warrant such results, that it
has  commitments  for  approximately  10,000  sales through November to December
2001,  which would generate revenues of up to $40,000 based upon all sales being
collected.

It  is  further  disclosed  that  Mr.  Steve  May,  the  CEO  of  Fighton,  owns
approximately  a  35% of Morgan, Mr. Cliff Wildes, the company's Vice President,
owns  approximately  45%  of the issued and outstanding shares of Morgan and Mr.
Rejbeni, Fighton's president owns 5% of the Morgan shares.  No independent board
passed  upon  the  terms of this contract, which cannot be considered as an arms
length  transaction or independently valued.  Each shareholder of Fighton/Key is
advised  that  this  relationship  constitutes  a  certain potential conflict of
interest.

Key/5 Star anticipates that the domestic sector of its business will increase at
a  faster  rate  than  the  revenues  from  its international card segment.  The
relative  breakdown  year to date of current revenues through September 30, 2001
are  estimated  to  be  25%  of  revenues  from domestic card sales and 75% from
international  card  sales.

Liquidity

Key/5 Star, like many other domestic industries, has noted a significant slowing
in  its  revenue growth subsequent to the terrorist attack and national disaster
of  September  11, 2001.  It is not known exactly how such events will impact on
its future earnings, but it is certain that these events will have decreased the
potential  revenues and profits which may be realized by the company in calendar
year  2002.


<PAGE>
In  addition  to  the fact that the company is a start-up entity and has not had
any income to date, there are other various factors which could adversely affect
the  liquidity  of  the  company and its ability to continue as a going concern.
Management  of  Key/5 Star has elected to treat the disclosure of these items in
an  outline  fashioned  as  follows:

1.   Key is currently involved in two cases or claims in which it is presently a
     defendant  and  two  cases  as  a plaintiff. These cases or claims are more
     particularly  described  under  the  litigation section of this report. The
     company  does  not  believe  any  of  the  present litigation efforts would
     constitute  a  basis  for  the  company to discontinue its present business
     operations,  even  if  an adverse ruling were entered, and believes that it
     has a meritorious defense to each of these actions or claims in which it is
     a defendant. However, it should be understood that defending or prosecuting
     legal  actions  would involve the expenditure of significant capital of the
     company.

2.   Key  has  entered  into  loans  and advances  from various related parties.
     Some  of  these loans and advances are currently in default and the company
     is  working  on  the extension of time in which to pay the obligations. The
     company  does not have the current resources to pay off these related party
     transactions  at  the  present  time.

3.   The  company  entered  into an option agreement with Newpont Fiduciaries to
     purchase  One  Million  shares of its stock at $1.00/share. This option has
     been  fully exercised and the proceeds were used to acquire the interest by
     Key  Card in Fighton Corporation and to repay related acquisition expenses.
     Of this amount none remains as working capital reserves. As noted generally
     above,  Newpont Fiduciaries was referred to Key by Mackenzie Shea which has
     acted  as  an advisor to Key, is a principal shareholder, as well as having
     one  of  its  major  shareholder as a director to Key's Board of Directors.

4.   Key  has  certain  employee  arrangements  with  its  principal  employees
     including  Mr.  Steve  May,  Mr.  Michael  Rejbeni and Mr. Clifford Wildes.
     Messrs.  May, Rejbeni and Wildes have agreed to accrue approximately 88% of
     their  current salaries to be paid at a future date in the aggregate amount
     of  approximately  $550,000.  This  deferral  of salary should be deemed to
     constitute  a current debt decreasing the liquidity of the corporation. The
     aggregate  salaries  of all principal offices is approximately $740,000 for
     the  period  of time they have worked, which in the case of Mr. Rejbeni and
     Mr.  Wildes  is  less  than a full year, including the deferred portions of
     approximately  $550,000  per  year.

5.   In  approximately  March of 2001, the company determined that its prior CFO
     and  accounting  officer  had  apparently  engaged  in  unauthorized  loan
     transactions  employing  Key  funds  for  his  personal  use  in the sum of
     approximately  $50,000.  Key  believes  it  has  reconciled  this charge by
     accepting  back  the  400,000  Key  shares  previously  held  by  this
     officer/director  and  accepting  his  resignation. However, it now appears
     that there may exist additional unauthorized funds that have been uncovered


<PAGE>
     in  the  company's  audit  process  and  the  company  is in the process of
     determining  these  amounts and recovering from this ex-officer/director as
     appropriate.

6.   Key  has  borrowed  $50,000  from  Soma  Fund  IX, LLC,  a  private fund co
     managed  by  Mackenzie Shea. The loan is in default and a revised repayment
     schedule  has  not  been  finalized.

7.   Mr.  Steve  May,  Fighton/Key's CEO, has a significant stock position in an
     unrelated  private company known as Bright Star Communications, Inc., which
     has  loaned  Key  Card  $99,000  in  2001.

8.   Siesta  Telecom, Inc.,  a private telephone company  in which Mr. Steve May
     is  also  a  significant shareholder, has historically engaged in financial
     transactions with Key and has loaned Key $69,825 as of September 30th 2001.
     The  companies  are in the process of negotiations to retire this debt into
     cash  and  stock  and/or  stock  in  Key,  at  Key's  discretion.


Other  Funding  Efforts

     Shareholders  of  the company should be further advised that the company is
presently  engaged  in  retaining  LSC Associates, a private business consulting
firm,  and  which  is  associated  with  First Dunbar a broker/dealer having its
principal  place of business in Boston, Massachusetts to assist the company in a
private  placement  offering  to  attempt  to raise up to Three Million Dollars.
This  private  placement  is  presently underway and in the due diligence stage.
The  company  has  not  raised  any  investment  funds  to date. No assurance or
warranty  can  be  made  that  the private placement can be successfully placed,
though  the  completion  of  this  offering  would  substantially  increase  the
liquidity  of  the  company  and  allow  the  company to use proceeds to pay off
existing  debts  and  loans,  as  well  as  engage  in  additional  business
opportunities.  No  assurance is made or implied that the private placement will
be successful.  In all events, the company has paid LSC $15,000 to date and will
be  required  to  pay in the aggregate approximately $180,000 or 6% of the gross
offering  proceeds  in  commissions  via  a  "Lehman  Formula"  The  formula is
structured  as  7% for the first million, 6% of the second million and 5% of the
third  million  as  a  cost of the private placement offering.  The range of the
offering  is  $2,000,000  minimum and $5,000,000 maximum. Any shareholder of the
company  wishing  to  review a copy of the private placement offering memorandum
may  obtain  one  by  requesting  the  same  from  the principal officers of the
company.

Key/5  Star  believes  it  has  sufficient  revenues  to  maintain  its  current
operations, but will not be able to grow and expand any of its operations in any
significant  manner  until  it obtains a level of net profits as anticipated for
calendar  year  2002  or  completes the private placement offering.  The company
does  not have any projection of anticipated revenue growth or net profit growth
for  such  future  period, but does believe it will obtain initial profitability
during  the  first  quarter  of  2002  at  an  undetermined  level.

Key/5  Star  does not have any certain alternative means of financing other than
revenue  growth  and  the private placement described above, but does anticipate
engaging  in  a public financing effort in a probable SB-2 registration in 2002.
Fighton/Key  has  not  determined  how  much  will be sought by such offering or
whether  any  funds  can be raised.  It would also intend to register certain of
the  shares  acquired  by the Key shareholder and sold in the private placement.


<PAGE>
To  date  the  company has not had any active trading market for its shares, but
anticipates  trying  to  list  its  shares  on the Electronic Bulletin Board for
active  trading  purposes,  as  soon  as  possible,  through the NASD; though no
expectation  or  projection of such trading price or whether such listing can be
effectively  completed  can  be  made  or  given  at  this  time.

ITEM  3.  QUANTITATIVE  AND  QUALITATIVE  DISCLOSURE  ABOUT  MARKET  RISK-  Not
Applicable


                           PART II - OTHER INFORMATION

ITEM  1.  LEGAL  PROCEEDINGS

Fighton,  is  not  aware of any legal proceedings in which it is engaged, nor is
management  of  the company aware of any claims which may result in likely legal
proceedings.  Key/5  Star  discloses the following litigation matters or claims:

     a.     Estudillo,  Inc.  v.  5  Star  Communications,  Inc.,  case  no.
            ---------------------------------------------------
     01-2-00708-1  in Washington. This case was settled in October, 2001 for the
     amount of $10,000 in new product arising out of a termination of phone card
     usage  due  to a network shut-off. The company has denied liability but has
     settled  this  as a disputed claim. This litigation was not deemed material
     by  management.

     b.     Inzap  v.  5  Star  and  Sterling  Time,  claim  pending  filing, in
            ---------------------------------------
     California.  This  is  a  contract dispute concerning proper entitlement to
     payment  in the amount of approximately $50,000. Key Card believes that the
     suit  is  without merit and will vigorously defend such action, if and when
     filed.  In  no  event  does  Key  Card believe that such action will have a
     material  effect  on  the  business  future  of  the  company.

     c.     5  Star  Communications  and  Key  Card  v.  Paul  Ohran and Cristel
            --------------------------------------------------------------------
     Telecom, Inc., case no. 2001-CA-3A81-NC in Florida. This is a case in which
     -------------
     5  Star  and  Key  Card are plaintiffs against Paul Ohran alleging that Mr.
     Ohran  opened up a competing business in violation of employee contract and
     fiduciary relationship to Key Card, as well as undertook subsequent actions
     taken  by  no affiliated company injurious to services provided by Key Card
     and 5 Star. Key Card and 5 Star collectively believe that there damages may
     be  in  the range of $750,000 and have initiated this suit for the recovery
     of  those  amounts.  The  court has granted Key Card a temporary injunction
     against  Mr.  Ohran.

     d.     5  Star  Communications  v.  Dancris  Telecom,  LLC,  case  no.
            ---------------------------------------------------
     CV2001-007950 in Arizona. In this case 5 Star is bringing an action against
     Dancris  Telecom,  Inc.,  a  provider of network services to 5 Star and Key
     Card.  The  company  claims  that  Dancris improperly shut off Key Card key
     numbers  causing  Key  network  to go down and other resulting damages. The
     action  is  for  approximately  $400,000.


<PAGE>
     e.     GoComm  Telecom  LTD v. 5 Star Communications Services, Inc. and Key
            --------------------------------------------------------------------
     Card Communications, Inc., case no. 2002-054004 in Harris County, Texas. In
     -------------------------
     this  case  GoComm  is  bringing an action against Key Card for non-alleged
     payment  of  network time. The claim is for approximately $87,000. Key Card
     anticipates  the  settlement  of  the  case  within  the  next  30  days or
     anticipates  filing  a  counterclaim  against  GoComm.

     f.     GSG  LLC DBA Golden State Graphics v. 5 Star Communications Services
            --------------------------------------------------------------------
     Inc.,  Stephen May, Michael Rejbeni and Ken Holmquist., case number INO1659
     ------------------------------------------------------
     in  San  Diego  California.  In  this  case  GSG is alleging non payment of
     services  of  approximately $9,159.00. The company disputes the alleged sum
     of  money  owed.


ITEM  2.  CHANGES  IN  SECURITIES  AND  USE  OF  PROCEEDS

The  companies  securities  have  changed to the extent that the majority of the
issued  and  outstanding shares of the company (94%) have been issued to a group
of  approximately  44  prior  shareholders  of  the  wholly  owned and operating
subsidiary  of the company, Key Card Communications, Inc. in exchange for all of
the  issued  and  outstanding  shares  of  Key  Card  Communications, Inc. being
acquired  by  Fighton.  These transactions and further description of the shares
exchanged  are  described under Part I Item 2 as part of Management's Discussion
and  Analysis  of  Financial  Condition  and  Results  of  Operations.

ITEM  3.  SUBMISSION  OF  MATTERS  TO  A  VOTE  OF  SECURITY  HOLDERS

Also  outlined  as  part  of  the  prior Management's Discussion and Analysis of
Financial  Condition  and  Results  of  Operations is a discussion of the recent
reverse  acquisition  and  intended  shareholders  meeting  and  vote on various
matters related to such reverse acquisition and consolidation.  No date for this
shareholder  meeting  has  been  fixed,  but it is intended that it will be held
before  yearend,  2001.

ITEM  4.  OTHER  INFORMATION

Employment  Contracts

The  company  believes  it  material to disclose that there exists an employment
contract  between Key and 5 Star with Mr. Steve May, Mr. Michael Rejbeni and Mr.
Clifford  Wildes.  As  mentioned previously, Mr. May, Mr. Rejbeni and Mr. Wildes
have  agreed  to  defer  approximately  $550,000 of their employment contract to
accommodate  the  company  in  preserving its limited cash flow.  These deferred
salaries  are  deemed  to  be accruing. The aggregate amount of these employment
contracts,  prior  to  deferral,  is  approximately  $875,000  per  year.


<PAGE>
Potential  Disputes

The  company  has  a potential dispute with an ex employee that in the companies
opinion  breached the terms of his employment. In accordance with the employee's
agreement  for employment with the company the employee would have been entitled
to  shares of stock in the company in an amount of approximately 1% of the total
outstanding  shares.  Although at the present time no claim has been made by the
employee  to the company for this stock there exists the possibility that the ex
employee  could  make a claim on the company for that stock at a future date. In
the  event  that a claim were to incur the company position would be no stock is
due  to  the  ex  employee  due  to  the  employees  breach.

Additionally  the  company  has  received  from  time to time calls from various
individuals  that  have  alleged  that  they  have  purchased  stock in Key Card
Communications  from  Millennium  Financial  which  appears  to  be an off shore
company.  Key  Card  records  do  not  show  many  of these individuals as being
shareholders  of  record and have refereed these individuals back to Millennium.
Key  Card  does  not  have a relationship with Millennium Financial but has been
advised  by Newpont Fiduciaries that Millennium Financial is a client of theirs.
As  previously noted in this document, Newpont Fiduciaries was introduced to Key
Card  by Mackenzie Shea and subsequent to that introduction Newpont exercised an
Option  Agreement  for  stock  in  Key  Card.

Voting  Agreements

Management  believes  that  it  is  material  to disclose that there are certain
written  voting agreements in place.  At the present time Mr. Steve May, the CEO
of  the  company,  has  a  written  agreement to vote the stock of the following
principal  shareholders  of  Fighton:

          a.     Mackenzie Shea, 900,000 shares, until December 31, 2001.

          b.     Peter Slater, 400,000 shares, until September 30, 2002.

          c.     Michael  Rejbeni-the President, 400,000 shares, until September
                 30, 2001.

     These  shares total 1,700,000 shares of the presently as of 11/15/01 issued
and  outstanding  19,930,260  shares,  or  approximately  9%.

Principal  Shareholders

Of  the  presently issued and outstanding 19,930,260 shares of Fighton it should
be  noted  that  the  following shareholders hold in excess of 5% or more of the
issued  and  outstanding  stock:

              Shareholders Holding 5% or More of the Issued Stock

     Name of Shareholder      Position        Number of    Percentage of
                                               Shares       Outstanding
                                                             (Rounded)
     -------------------  ------------------  -----------  -------------
     B. Stephen May       CEO                 10,000,000             50%
     Clifford Wildes      Vice President       1,100,000              5%
     Mackenzie Shea(1)    Finder/Consultant      900,000              9%


<PAGE>
     (1)  The Mackenzie Shea interest has been determined by aggregating the Key
shareholders  that will receive Fighton shares that are also principals, as well
as  Officers  and or Directors in Mackenzie Shea. 900,000 shares Mackenzie Shea,
600,000 shares in Chicago Trust Company of California custodian IRA FBO Robert W
Kendrick  the  President  of  Mackenzie Shea and 600,000 shares in Chicago Trust
Company of California custodian IRA FBO Todd A Ellsworth a Director of Mackenzie
Shea.

Potential  Conflicts

Mr.  B. Steven May has significant sharehold interest in a couple of potentially
competitive  companies  in the telephone or telecommunications industry, such as
Siesta  Telecom  (the  parent company is Siesta Acquisition Corporation), Bright
Star  Communications  and  Morgan  Beaumont.  Mr. May is also a creditor of Key,
which  owes  to  him  approximately  $150,000.

Mr.  B.  Stephen  May is a paid consultant to Siesta Telecom and has in the past
personally  loaned  money  to Siesta.  Siesta Telecom owes Mr. May money for his
services.

Mackenzie  Shea  is  a  shareholder  in Siesta Telecom either as a company or as
individual  shareholders of Mackenzie own shares in Siesta.  Siesta Telecom owes
Mackenzie  Shea  money  for  their  past  services  as  consultants to the firm.

Michael  Rejbeni  has in the past year been a paid consultant to Siesta Telecom.
Siesta  Telecom  owes  Mr.  Rejbeni  money  for  his  past  services.

Clifford  Wildes  is  a paid consultant in Siesta Telecom (the parent company is
Siesta  Acquisition  Corporation) as well as being a shareholder in the company.
Siesta  Telecom  currently  owes  Mr.  Wildes  money  for  his  services.

Mr.  Wildes  was  also  a past shareholder/partner in Mackenzie Shea in the year
2000  and  resigned  on  or  before  December  31,  2000.

Mr.  Wildes  is  a shareholder, officer and or director of a number of companies
unrelated with no affiliation to Key Card with the exception being as previously
disclosed  Morgan  Beaumont  in  which  he  is  a  director  and  shareholder.

ITEM  6.  EXHIBITS  AND  REPORTS  ON  FORM  8-K:

a.   THE  COMPANY  FILED AN 8-K REPORT AS OF AUGUST 31, 2001 AND IS CONCURRENTLY
     FILING  A  SUPPLEMENTAL  8-K  WITH  THE  SEC,  NEITHER  OF WHICH IS FURTHER
     ATTACHED  HERETO  AS  AN  EXHIBIT.  THIS  8-K REPORTS PRIMARILY TREATED THE
     REORGANIZATION  MATTERS DISCUSSED IN MORE DETAIL ABOVE AND THE SUPPLEMENTAL
     8-K  CONTAINS  THE  CONSOLIDATED  FINANCIAL  STATEMENT.

b.   THE CLOSING STATEMENT FOR THE SHARE EXCHANGE AND REORGANIZATION IS FILED AS
     AN  EXHIBIT  TO  THIS  REPORT.


<PAGE>
                                  SIGNATURES

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

                    REGISTRANT:   FIGHTON  SUCCESSION  CORPORATION
                                  [To Be Known As Key Card Communications, Inc.]


Dated:                         By:
      --------------------         ---------------------------------------------
                                   Mr.  B  Stephen  May
                                   Chief  Executive  Officer


Dated:                          By:
      --------------------         ---------------------------------------------
                                   Marsha  Bates
                                   Secretary



<PAGE>