8-K

                       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): August 1, 2000


                                 ONVANTAGE, INC.
               (Exact name of registrant as specified in charter)




             Nevada                    001-14815                 98-019675
 ----------------------------   ------------------------    -------------------
 (State or other jurisdiction   (Commission File Number)       (IRS Employer
       of incorporation)                                    Identification No.)



                      333 W. Santa Clara Street, Suite 1000
                           San Jose, California 95113
                    (Address of principal executive offices)

       Registrant's telephone number, including area code: (408) 795-1227



ITEM 1.  CHANGE IN CONTROL OF REGISTRANT

         On July 19, 2000, Registrant announced it has completed the merger with
OnVantage, Inc. of San Jose, California. A copy of the press release issued by
the Registrant on July 19, 2000 concerning the foregoing transaction is filed
herewith as Exhibit 20.1, and is incorporated herein by reference. The details
of the merger, including the resulting change of control of the Registrant, are
set forth in the Registrant's Form 14C filed June 27, 2000 and in the
Registrant's Form 10-QSB filed July 14, 2000, both of which are incorporated
herein by reference.

ITEM 2.  ACQUISITION OR DISPOSITION OF ASSETS

         On July 19, 2000, Registrant announced it has completed the merger with
OnVantage, Inc. of San Jose, California. A copy of the press release issued by
the Registrant on July 19, 2000 concerning the foregoing transaction is filed
herewith as Exhibit 20.1, and is incorporated herein by reference. The details
of the merger, including the acquisition and disposition of assets, are set
forth in the Registrant's Form 14C filed June 27, 2000 and in the Registrant's
Form 10-QSB filed July 14, 2000, both of which are incorporated herein by
reference.

ITEM 4.  CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT

         On July 31, 2000 and in connection with the merger referred to in Items
1 and 2 of this Form 8-K, Registrant's board of directors ratified the
appointment of Grant Thornton LLP as Registrant's independent accountants to
replace Bingham & Company who was dismissed. Bingham & Company's report on the
financial statements for the past two years did not contain an adverse opinion
or a disclaimer of opinion, nor was it qualified or modified as to uncertainty,
audit scope, or accounting principles. During Registrant's two most recent
fiscal years, and any subsequent interim period preceding such dismissal, there
were no disagreements with Bingham & Company on any matter of accounting
principles or practices, financial statement disclosure, or auditing scope or
procedure, which disagreement(s), if not resolved to the satisfaction of Bingham
& Company, would have caused Bingham & Company to make reference to the subject
matter of the disagreement(s) in connection with its report.

ITEM 7.  FINANCIAL STATEMENTS AND EXHIBITS

         (a)    Financial statements of business acquired. Financial statements
                required by this section will be filed subsequently when
                available by amendment to this Form 8-K.

         (b)    Pro forma financial statements. Pro forma financial statements
                required by this section will be filed subsequently when
                available by amendment to this Form 8-K.

         (c)    Exhibits

                16.1  Letter regarding Change in Certifying Accountant will be
                      filed subsequently when available by amendment to this
                      Form 8-K.

                20.1  Press Release of Registrant, dated July 19, 2000
                      announcing the completion of the merger by Registrant with
                      OnVantage, Inc.

ITEM 8.  CHANGE IN FISCAL YEAR

         In connection with the effective date of the merger referred to in
Items 1 and 2 of this Form 8-K, the Registrant has determined to change its
fiscal year end from February 28 to December 31. The Registrant's next Form
10-QSB will reflect the new fiscal year end.


                                   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 hereunto duly authorized.

                                         ONVANTAGE, INC.

                                         /s/ Lisa Nixon
DATED:  August 1, 2000
                                         By:  Lisa Nixon
                                              Corporate Secretary

EX-20.1

                                                                    EXHIBIT 20.1

WEDNESDAY JULY 19, 12:10 PM EASTERN TIME

Company Press Release
SOURCE: ONVANTAGE INC.
via BCE Emergis e-News Services

ZSTAR MERGES WITH ONVANTAGE AND CHANGES NAME TO ONVANTAGE, INC. ZSTR WITH NEW
TRADING SYMBOL: ONVT


SAN JOSE, CALIFORNIA

Zstar Enterprises, Inc. (Nasdaq OTC BB: ZSTR - NEWS) today announced that it has
received shareholder approval for a merger and has merged with OnVANTAGE, Inc, a
Delaware corporation. The post-merger company will continue under OnVANTAGE's
name, and its shares of common stock will begin trading on Thursday, July 20,
2000 on the OTC Bulletin Board under the new ticker symbol ONVT(Nasdaq OTC BB:
ONVT - NEWS).

Upon completion of the Merger, holders of common stock of OnVANTAGE will receive
20,190,000 shares common stock of ZSTAR, in exchange for all shares of common
stock of OnVANTAGE. "We are extremely excited about merging with Zstar and view
this as an important first step in developing our presence in the public
markets," said Ken Raasch, Chairman and CEO of OnVANTAGE. "This relationship
brings the financial resources OnVANTAGE requires to step up to the next level,
both in business development and technology development," Raasch stated.

About OnVANTAGE

OnVANTAGE is a provider of Internet software and marketing solutions that enable
companies to build dynamic, sustainable customer and employee relationships
through custom Microportals that brand the desktop and serve as the gateway to
the Internet. The OnVANTAGE solution is customizable so Brandholders can offer
the services and features most important to their customers - under their
company's own brand. To create premium solutions, OnVANTAGE has partnered with a
leading network provider, premier merchants and valuable content providers.
OnVANTAGE operates a progressive business model that pays its partners,
maximizes click-through for merchants, and adds significant value to the
customer's online experience.

For more information, visit OnVANTAGE's website at www.onvantage.com.

Caution Concerning Forward-Looking Statements



This press release contains "forward-looking statements" within the meaning of
the Private Securities Litigation Reform Act of 1995. Words such as
"anticipates", "estimates," "expects," "will," "should," "projects," "intends,"
"plans," "believes" and words and terms of similar substance used in connection
with any discussion of future operating or financial performance identify such
forward-looking statements. Those forward-looking statements are management's
present expectations of future events and conditions. As with any projection or
forecast, they are inherently susceptible to uncertainty and changes in
circumstances. OnVANTAGE is an early-stage growth company that operates in a
highly-competitive and rapidly changing environment, and its business results
are dependent on numerous factors, including but not limited to demand for its
products and services, their ability to manage costs and generate revenues,
technological developments, protection of intellectual property rights, its
ability to attract and retain key personnel, and the resolution of issues
concerning commercial activities via the Internet, including security,
reliability, cost, ease of use and access, and government regulation.
OnVANTAGE's actual results could differ materially from management's
expectations because of changes in such factors.

For further information, contact:

Corporate Relations            Investor Relations
OnVANTAGE, Inc.                TPI Communications Inc.
Tel:  (408) 795-1228           Toll Free: (888) 461-9991
Email:  info@onvantage.com     Email:  tpi@direct.ca
Website:  www.onvantage.com

SOURCE: ONVANTAGE INC.