SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 - -------------------------------------------------------------------------------- AMENDMENT NO. 4 TO SCHEDULE TO (RULE 14d-100) TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR SECTION 13(e)(1)OF THE SECURITIES EXCHANGE ACT OF 1934 BellaVista Capital, Inc. ------------------------- (Name of Subject Company (Issuer)) BellaVista Capital, Inc. ------------------------- (Name of Filing Person (Offeror)) Common Stock, Par Value $0.01 Per Share ------------------------- (Title of Class Securities) None ------------------------- (CUSIP Number of Class of Securities) Michael Rider, President BellaVista Capital, Inc. 420 Florence Street Suite 200 Palo Alto, CA 94301 Tel (650) 328-3060 ------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications on Behalf of Filing Persons) With a copy to: Paul Derenthal, Esq. Derenthal & Dannhauser LLP One Post Street, Suite 575 San Francisco, CA 94602 415-981-4844 CALCULATION OF FILING FEE -------------------------------------------------- Transaction Valuation* Amount of Filing Fee -------------------------------------------------- $3,000,000 $92.10 -------------------------------------------------- * For purposes of calculating the filing fee only, this amount is based on the purchase of 1,500,000 outstanding shares of Common Stock at the tender offer price of $2.00 per share. [X] Check the box if any part of the fee is offset as provided by Rule 0-11 (a)(2) and identify the filing with which the offsetting fee was previously paid. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing. Amount Previously Paid: $92.10 Filing Party: BellaVista Capital, Inc. ----------------------------------------------------------------------- Form or Registration No.: Schedule TO Date Filed: October 1, 2007 ----------------------------------------------------------------------- [ ] Check the box if the filing relates solely to preliminary communications made before the commencement of a tender offer. Check the appropriate boxes below to designate any transactions to which the statement relates: [ ] third-party tender offer subject to Rule 14d-1. [X] issuer tender offer subject to Rule 13e-4. [ ] going-private transaction subject to Rule 13e-3. [ ] amendment to Schedule 13D under Rule 13d-2. Check the following box if the filing is a final amendment reporting the results of the tender offer: [X] FINAL AMENDMENT TO TENDER OFFER This Amendment No. 4 to Tender Offer Statement on Schedule TO relates to the offer by, BellaVista Capital, Inc. a Maryland corporation (the "Company"), to purchase up to 1,500,000 shares of its Common Stock, par value $0.01 per share (the "Shares"), at a price of $2.00 per Share, net to the seller in cash, without interest (the "Offer"). The tender offer was made upon and subject to the terms and conditions set forth in the Offer to Purchase, dated October 1, 2007 and the related Letter of Transmittal. The Offer terminated on November 27, 2007, and a total of 1,249,969 Shares were tendered and not withdrawn as of such date. In accordance with the terms of the offer the Company purchased a total of 1,249,969 Shares at $2.00 per Share for a total payment of $2,499,938.00. After completion of the Offer, a total of 12,545,517 Shares remain issued and outstanding. SIGNATURES After due inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. BELLAVISTA CAPITAL, INC. Dated: December 3, 2007 By: /s/ Michael Rider ------------------------------ Name: Michael Rider Title: President