U.S. SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 8-K

     Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

         Date of Report (Date of earliest event reported) March 6, 2001



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

        California                                     33-0897453
        ----------                                     ----------
 (State or Other Jurisdiction of             I.R.S. Employer Identification
  Organization)                              Number Incorporation or

         19900 MacArthur Boulevard, Suite 660, Irvine, California 92612
           (Address of Principal Executive Offices including Zip Code)

                                 (949) 851-9797
                                 --------------
                           (Issuer's Telephone Number)

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ITEM 5.  OTHER EVENTS

         On March 6, 2001, the Registrant and its  shareholders  entered into an
agreement to sell the majority of the  outstanding  shares of the  Registrant to
Key Card  Communications,  Inc.  ("Key  Card").  Key Card may elect to merge the
Registrant  with Key Card in a  transaction  in which  either of Key Card or the
Registrant are the surviving entity. The agreement  contemplates a closing on or
before  October  20,  2001.  The  Registrant,  its  shareholders  and  Key  Card
contemplate entering into more comprehensive  reorganization  documents prior to
the closing.

         Key Card provides prepaid long distance  services.  Key Card was formed
in  May,  2000  and  thereafter   acquired  100%  of  the  stock  of  Five  Star
Communications,  Inc.  Key Card markets its prepaid  calling  card  products and
services under the trade names Five Star and Key Card.

         Key  Card's  core  product,  prepaid  calling  cards,   incorporates  a
toll-free access number and PIN (Personal  Identification  Number) printed on an
array of  attractive,  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 extremely  favorable rates.
The branded cards, in conjunction  with Key Card's business model and successful
sales programs,  have allowed Key Card to penetrate the marketplace and create a
growing base of loyal, repeat customers.  Capitalizing on management's extensive
prior  experience,  Key Card has quickly grown and has  established  itself as a
leading pioneer in the field of prepaid communications.

         Key Card focuses  primarily on sales of cards to retailers  and prepaid
phone card distributors. These resellers are attracted to Key Card's phone cards
due to their branded packaging,  profitability and ease of use. By concentrating
on these two segments of the marketplace,  Key Card maximizes its profitability,
generates repeat sales and continually increases its revenues. Additionally, the
Company sells a small portion of its cards  directly to consumers via Key Card's
Internet presence and website.

         The foregoing  description of the terms of the sale of the Registrant's
shares,  is qualified in its entirety by the terms of the letter agreement dated
March 6, 2001 between the  Registrant and Key Card which is filed herewith as an
exhibit.  The information supplied on Key Card has been provided by Key Card and
the Registrant has not conducted any due diligence on Key Card or its business.

Caution Regarding Forward-Looking Information

         This report contains certain forward-looking statements and information
relating to the  Registrant  that are based on the beliefs of the  Registrant or
management as well as assumptions made by and information currently available to
the   Registrant  or  management.   When  used  in  this  document,   the  words
"anticipate,"   "believe,"   "estimate,"   "expect"  and  "intend"  and  similar
expressions, as they relate to the Registrant or its management, are intended to
identify forward-looking statements. Such statements reflect the current view of
the  Registrant  regarding  future  events and are  subject  to  certain  risks,
uncertainties  and  assumptions,  including  the risks or  uncertainties  noted.
Should  one or more of  these  risks or  uncertainties  materialize,  or  should
underlying  assumption prove incorrect,  actual results may vary materially from
those  described  herein  as  anticipated,   believed,  estimated,  expected  or
intended. In each instance,  forward-looking information should be considered in
light of the accompanying meaningful cautionary statements herein.

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ITEM 7.       FINANCIAL STATEMENTS AND EXHIBITS.

                      (C)      EXHIBITS

                      (4.1)    Letter agreement dated March 6, 2001, between BAC
                               Consulting     Corporation     and    Key    Card
                               Communications, Inc.

                                                      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


                                            FIGHTON SUCCESSION CORPORATION

Dated: March 6, 2001                        By: /S/ Tim T. Chang
                                            ------------------------------------
                                                    Tim T. Chang, President

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                                  EXHIBIT INDEX

         Exhibit
         Page

         (4.1)  Letter  agreement  dated March 6, 2001,  between BAC  Consulting
         Corporation and Key Card Communications, Inc.

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                           BAC CONSULTING CORPORATION
                            19900 MacArthur Boulevard
                                    Suite 660
                            Irvine, California 92612
                            Telephone: (949) 851-9800
                            Facsimile: (949) 851-0159

                                  March 6, 2001

Steve May, President
Key Card Communications, Inc.
5969 Cattleridge Blvd., Suite 200
Sarasota, FL 34232

         Re:      Acquisition of Fighton Succession Corporation

Gentlemen:

         By this  letter,  we evidence  the terms of the  agreement  pursuant to
which  Key Card  Communications,  Inc.  ("Purchaser")  agrees  to  purchase  the
majority  of   outstanding   shares  of  common  stock  of  Fighton   Succession
Corporation,  a  California  corporation  (the  "Company")  from  the  Company's
majority shareholder, BAC Consulting Corporation ("Seller"). Our agreement is as
follows:

         1. Purchase and Sale. Purchaser agrees to purchase and Seller agrees to
sell, substantially all of the outstanding shares of the Company, subject to the
terms and conditions of this agreement.

         2. Purchase Price.  The purchase price shall be in the form of cash and
stock as follows:

         [Confidential Information Redacted]

         3. Payment  Terms.  The purchase price shall be due and payable (each a
"Due Date") as follows: [Confidential Information Redacted]

         4.  Transfer of Stock.  Notwithstanding  paragraph  3 above,  Purchaser
acknowledges  that the  transfer of stock as  contemplated  in paragraph 1 above
will not take place until BAC has received  [Redacted]  Payment.  Despite  BAC's
transfer of such stock,  nothing  contained herein shall relieve  Purchaser from
paying the entire Cash Payment as set forth in paragraph 3 above.

         5. Filing of 8-K. Upon the full execution of this letter agreement, BAC
agrees to prepare and file an 8-K related to the contemplated transaction.

         6. Post-Filing  Reports.  Once the  aforementioned  8-K has been filed,
Purchaser  agrees that it shall be responsible,  financially and otherwise,  for
filing all periodic reports necessary for the Company (e.g.,  10-Q, 10-K, etc.),
including the  preparation of any necessary  audits needed in  association  with
such reports.
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         7.  Condition of Company.  Seller  represents and warrants to Purchaser
that the Company is free and clear of all debts and  encumbrances of any kind or
nature,  is a reporting  company in accordance  with the Securities and Exchange
Act of 1934,  as amended,  as of the  closing  date,  [Confidential  Information
Redacted] and such other Key Card Communications reasonable  representations and
warranties that may be required.

         8.  Closing  Date.  The closing date shall be the date not later than 5
days after the payment in full of any outstanding balance of the purchase price.
Unless extended in writing,  the closing date shall occur on or before September
1, 2001.

         9. Binding.  This letter agreement  constitutes a binding  agreement on
the parties hereto, and may only be modified and amended in writing.

         10. Due Diligence.  Purchaser  shall be entitled to conduct any and all
reasonable due diligence on the Company it so desires.

         11. No Representation of Seller.  Purchaser and Seller acknowledge that
certain of Seller's  officers  are  principals  in a law firm that has  provided
legal services to Purchaser's predecessor. Purchaser acknowledges that purchaser
has been  advised to obtain  independent  legal  counsel in the  purchase of the
Company and that  neither  Seller nor any  officers of Seller or any related law
firms are providing any legal  services to Purchaser  prior to the closing date.
Purchaser  acknowledges  that Purchaser may engage a law firm with which certain
of Seller's  officers are also  affiliated to complete  subsequent  registration
statements,  an 8-K concerning the merger of the Company or change of control of
the Company,  and quarterly and annual  reports as they may become due. The fees
for such services are not included in the purchase price and shall be billed and
paid in accordance with a separate agreement.  Purchaser hereby acknowledges the
possible conflict of interest and waives any potential  conflict by execution of
this  agreement.  If Seller's  counsel so  advises,  Purchaser  shall  execute a
separate acknowledgment, waiver and consent in accordance with the terms of this
agreement.

         12.  Miscellaneous.  Any  disputes  arising  out of this matter will be
resolved exclusively in Orange County, California. The prevailing party shall be
entitled to recover its attorneys' fees and costs. Time is of the essence in all
matters concerning this agreement.

                                      * * *

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         If the foregoing accurately represents our agreement, please sign where
indicated below.

                                             Very truly yours,

                                             BAC CONSULTING CORPORATION



                                             By: /s/ Patrick R. Boyd
                                             --------------------------------
                                                     Patrick R. Boyd, Secretary

ACKNOWLEDGED AND AGREED TO
AS OF FEBRUARY ____, 2001 BY:

KEY CARD COMMUNICATIONS, INC.



By: /s/ Steve May
   --------------------------
   Its: President
        ---------------------

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