SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                           CURRENT REPORT ON FORM 8-K

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

                          Date of Report, May 14, 1999

                        Commission File Number: 0-20307

                        AVALON COMMUNITY SERVICES, INC.
                          (Exact name of Registrant as
                      specified in its corporate charter)


                     Nevada                  13-3592263
                     ------                  ----------
             (State of Incorporation) (I.R.S. Employer I.D. Number)

               13401 Railway Drive, Oklahoma City, Oklahoma 73114
               --------------------------------------------------
                    (Address of Principal executive offices)

                                 (405) 752-8802
                                 --------------
                          (Issuer's telephone number)



<PAGE>
ITEM 2. Acquisition of Assets

     On April 30,  1999,  Southern  Corrections  Systems,  Inc.,  a wholly owned
subsidiary of Avalon Community Services Inc.,  acquired the management  contract
on Adams Community Corrections Program Inc. (ACCP) from CSC, Inc. The management
contract provides for fees, overhead and direct expense reimbursement from ACCP.
As part of the transaction,  Southern  Corrections Systems was named as the sole
voting member of ACCP.

     ACCP is a Colorado non-profit company specializing in Community Corrections
in Adams County,  Colorado. ACCP operates three facilities,  the Pheonix Center,
Loft House and Garland  Center.  The Pheonix  Center is a 135 bed halfway  house
located in Henderson, Colorado. The Loft House is a 35 bed halfway house located
in Denver, Colorado. The Garland Center is a new location in Northglen, Colorado
to provide day reporting services to non-residential offenders.



ITEM 7. Financial Statements and Exhibits

a.   CSC, Inc. Purchase agreement between CSC, Inc. and Southern Corrections
     Systems, Inc., dated April 30, 1999.

b.   Omnibus Agreement between Southern Corrections Systems, Inc., the Board of
     Directors of ACCP, ACCP and Ms. Ellen Czapran dated April 30, 1999.




                                     page 1

<PAGE>
                AVALON COMMUNITY SERVICES, INC. AND SUBSIDIARIES
                                   SIGNATURES


     In accordance with the requirements of the Exchange Act, the registrant has
caused this report to be signed on its behalf by the undersigned thereunto duly
authorized.

Date:  May 14, 1999                        AVALON COMMUNITY SERVICES, INC.


                                        By: /S/ Jerry Sunderland
                                            ---------------------------
                                            Jerry Sunderland, President



                                     Page 2
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{"company-data": {"conformed-name": "AVALON COMMUNITY SERVICES INC", "cik": "0000872202", "assigned-sic": "8744", "irs-number": "133592263", "state-of-incorporation": "NV", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-20307", "film-number": "99623030"}, "business-address": {"street1": "13401 RAILWAY DR", "street2": "P O BOX 57012", "city": "OKLAHOMA CITY", "state": "OK", "zip": "73114", "phone": "4057528802"}, "mail-address": {"street1": "P O BOX 57012", "city": "OKLAHOMA CITY", "state": "OK", "zip": "73157"}, "former-company": {"former-conformed-name": "AVALON ENTERPRISES INC", "date-changed": "19600201"}}
SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                           CURRENT REPORT ON FORM 8-K

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

                          Date of Report, May 14, 1999

                        Commission File Number: 0-20307

                        AVALON COMMUNITY SERVICES, INC.
                          (Exact name of Registrant as
                      specified in its corporate charter)

                     Nevada                  13-3592263
                     ------                  ----------
             (State of Incorporation) (I.R.S. Employer I.D. Number)

               13401 Railway Drive, Oklahoma City, Oklahoma 73114
               --------------------------------------------------
                    (Address of Principal executive offices)

                                 (405) 752-8802
                                 --------------
                          (Issuer's telephone number)
ITEM 2. Acquisition of Assets

     On April 30,  1999,  Southern  Corrections  Systems,  Inc.,  a wholly owned
subsidiary of Avalon Community Services Inc.,  acquired the management  contract
on Adams Community Corrections Program Inc. (ACCP) from CSC, Inc. The management
contract provides for fees, overhead and direct expense reimbursement from ACCP.
As part of the transaction,  Southern  Corrections Systems was named as the sole
voting member of ACCP.

     ACCP is a Colorado non-profit company specializing in Community Corrections
in Adams County,  Colorado. ACCP operates three facilities,  the Pheonix Center,
Loft House and Garland  Center.  The Pheonix  Center is a 135 bed halfway  house
located in Henderson, Colorado. The Loft House is a 35 bed halfway house located
in Denver, Colorado. The Garland Center is a new location in Northglen, Colorado
to provide day reporting services to non-residential offenders.

ITEM 7. Financial Statements and Exhibits

a.   CSC, Inc. Purchase agreement between CSC, Inc. and Southern Corrections
     Systems, Inc., dated April 30, 1999.

b.   Omnibus Agreement between Southern Corrections Systems, Inc., the Board of
     Directors of ACCP, ACCP and Ms. Ellen Czapran dated April 30, 1999.

                                     page 1
AVALON COMMUNITY SERVICES, INC. AND SUBSIDIARIES
                                   SIGNATURES

     In accordance with the requirements of the Exchange Act, the registrant has
caused this report to be signed on its behalf by the undersigned thereunto duly
authorized.

Date:  May 14, 1999                        AVALON COMMUNITY SERVICES, INC.

                                        By: /S/ Jerry Sunderland
                                            ---------------------------
                                            Jerry Sunderland, President

                                     Page 2