UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549



                                    FORM 8-K



                                 CURRENT REPORT



                       PURSUANT TO SECTION 13 (F) OR 15(D)
                                     of the
                         SECURITIES EXCHANGE ACT OF 1934


                   Date of Event Requiring Report: May 1, 1998




                             FLEXWEIGHT CORPORATION
             (Exact Name of Registrant as Specified on its Charter)


               0-9476                                    48-0680109
       (Commission File Number)           (IRS Employer Identification Number)


                                     KANSAS
         (State or Other Jurisdiction of Incorporation or Organization)




                                1946 Plateau Way
                               Wendover, NV 89883
                    (Address of Principal Executive Offices)




                                 (702) 664-3484
              (Registrant's Telephone Number, Including Area Code)







- --------------------------------------------------------------------------------

ITEM 5.           OTHER EVENTS

- --------------------------------------------------------------------------------


         On May 1, 1998,  Flexweight  Corporation (the "Company") entered into a
Reorganization  Agreement (the  "Agreement")  with its wholly owned  subsidiary,
FLEX Holdings  ("FLEX") and Oasis Hotel,  Resort & Casino -III, Inc.  ("Oasis").
Under the Agreement, FLEX is to merge into Oasis and Oasis will be the surviving
entity as a wholly owned  subsidiary of the Company.  All outstanding  shares of
Oasis will be converted  into shares of the Company and there will be no changes
in or  amendments  to the  Articles  of  Incorporation  or Bylaws of Oasis.  The
executed  Agreement  and Plan of Merger  are on file at the  principal  place of
business of the  surviving  corporation  (Oasis),  1946 Plateau  Way,  Wendover,
Nevada 89883.  They shall become effective upon filing of the Articles of Merger
for FLEX and for Oasis with the Nevada Secretary of State.

The  directors  and  officers of Oasis will remain after the merger and they are
also  replacing  the  current  directors  and  officers of the  Company.  Walter
Sanders,  Sonny  Longson and Richard  Capri are  Directors of the Company and of
Oasis and Walter Sanders is President,  Richard Capri is Secretary/Treasurer and
Sonny Longson is Vice President of each of the two entities.

The transaction  has been approved by majority vote of the  shareholders of FLEX
and of Oasis and a unanimous  vote of their boards of directors and the board of
directors  of the  Company.  See  Exhibit A - Press  Release of May 11, 1998 and
Exhibit B - Reorganization Agreement of May 1, 1998.




                                    SIGNATURE

         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.

Dated: May 14, 1998


                                                          Flexweight Corporation



                                                    By:_/s/Walter Sanders ______
                                                       Walter Sanders, President