UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Commission file number33-55254-18 AFFORDABLE HOMES OF AMERICA, INC. (Exact name of registrant as specified in charter) NEVADA 87-434297 (STATE OF OTHER JURSDISTION (I.R.S. Employer Incorporation or organization) Identification Number) 4505 W. Hacienda Ave. Unit I-1 Las Vegas, Nevada 89118 (Address of Principal Executive Office) (Zip Code) 702-579-4800 (Registrant's Telephone Number, Including Area Code) Page Two Item No 1 Changes in Control of Registrant No events to report Item No 2 Acquisition or Disposition of Assets Affordable Homes of America, Inc. ("Affordable") acquired Big Mountain Construction Company, Inc. on June 28, 1999. The price for Big Mountain was $500,000 paid in restrictive common stock in the amount of 215,983 shares. Big Mountain maintains a building contractor's license and has exclusive right to construct a project known as Heartland Homes is under development now. Affordable has acquired 100% of Realty Center, Inc. for Class A Convertible Preferred Stock in the amount of 114,286 shares. This stock is convertible at $3.50 per share, which makes the purchase price $400,000.00 Realty Center owns 25% of a project known as Heartland Homes. Affordable has also acquired an additional 25% of Heartland Homes from Thomas Lief for 114,286 shares of Class A Convertible Preferred for a purchase price of $400,000.00 This will bring the total of Affordable's ownership in Heartland Homes to 50%. Heartland is a 136 home site development in Seattle-Tacoma, Washington. Four models are on site now and final approvals to sell homes are expected within 30-60 days. Homes already has over 40 applicants waiting to buy homes on this property pending final approval. Affordable expects this project to sell out quickly. Item No. 3 Bankruptcy or Receivership No events to report Item No. 4 Changes in Registrant's Certifying Accountants No events to report Item No. 5 Other Events No events to report Item No. 6 Resignation of Registrant's Directors No events to report Item No. 7 Financial Statements, Proforma Financial Information and Exhihits No events to report Page three SIGNATURES Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized, AFFORDABLE HOMES OF AMERICA, INC. Date: July 6, 1999 /s/ Merle Ferguson -------------------------------------- Merle Ferguson, President, CEO and Director Date: July 6, 1999 /s/ Susan Donohue ------------------------------------- Susan Donohue, Secretary