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                                                        Exhibit Index on Page 3


                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                    Form 8-K

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






           Date of Report (Date of earliest event reported): June 9, 2000


                               AmBase Corporation
               (exact name of registrant as specified in its charter)



            Delaware                 1-7265                   95-2962743
          (State or other         (Commission               (I.R.S. Employer
            jurisdiction           File Number)            Identification No.)
          of incorporation)



           51 Weaver Street, Building 2, Greenwich, CT               06831-5155
             (Address of principal executive offices)                (Zip Code)



             Registrant's telephone number, including area code: (203) 532-2000











Item 5.  Other Events

         On June 9, 2000 AmBase  Corporation  (the "Company")  announced that it
         entered into a settlement  agreement with Zurich SF Holdings LLC (f/k/a
         Reorganized Home Holdings,  Inc.) ("SF Holdings") settling the disputed
         claims relating to the April 1999, complaint the Company filed in the
         Supreme Court of New York.  Pursuant to the  settlement  agreement,
         AmBase  received,  among other things,  $8,250,000 from SF Holdings.
         In addition,  an affiliate of SF Holdings has deposited $9,500,000 in
         an interest bearing escrow account(the "Escrow Account") to be used to
         pay 50% of certain expenses and/or tax  obligations,  if any,  up to
         the amount in the  Escrow  Account in connection  with the dispute with
         the Internal  Revenue Service ("IRS")over  the  Netherlands   Antilles
         Withholding  Taxes  Issue  which  is currently  pending  before  the
         United  States  Tax  Court.  Upon final resolution of the Netherlands
         Antilles  Withholding Tax Issue with the IRS and payment of  outstand-
         ing  expenses,  the  residual of the Escrow Account, if any, will be
         delivered to an affiliate of SF Holdings.

         For a more  complete  discussion  of the  Company's  affairs,  refer to
         AmBase  Corporation's  Quarterly  Report on Form 10-Q for the quarterly
         period ending March 31, 2000 as filed with the  Securities and Exchange
         Commission.







Item 7.  Financial Statements and Exhibits

         (c)      Exhibits:

                  99.1   Copy of Registrant's press release dated June 9, 2000.

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.



                             AmBase Corporation




                             By:    John P. Ferrara
                                    Vice President, Chief Financial Officer
                                    and Controller
                                   (Principal Financial and Accounting Officer)


                             Date:  June 9, 2000





                                  EXHIBIT INDEX



                                                                                  


Exhibit                                  Description                                    Page No.
-------                                  -----------                                    --------

  99.1                                   Copy of Registrant's press release                  4
                                         dated June 9, 2000