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


                                 Date of Report:

                                  May 18, 2004


                             Avatech Solutions, Inc.
                         -----------------------------
               (Exact Name of Registrant as Specified in Charter)

                                    Delaware
                         -----------------------------
                 (State or Other Jurisdiction of Incorporation)


       001-31265                                          84-1035353
       -------------------------------------------------------------
(Commission File Number)                         IRS Employer Identification No.

          11400 Cronridge Drive, Suite A, Owings Mills, Maryland 21117
          ------------------------------------------------------------
          Address of Principal Executive Offices               (Zip Code)


                                 (410) 581-8080
                                ----------------
                         (Registrant's telephone number)






Item 5.  Other Events

     Reference is made to the press release  issued by the Registrant on May 18,
2004, the text of which is attached hereto as Exhibit 99.1, for a description of
the event reported pursuant to this Form 8-K.

Item 7.  Financial Statements, Pro Forma Financial Information and Exhibits
         ---------------------------------

(c)  Exhibits: The following exhibits are filed as part of this Current Report:

     99.1     Press Release dated May 18, 2004.

                                   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 thereunto duly authorized.

Date:  May 18, 2004                         Avatech Solutions, Inc.

                                            By:      /s/ Beth O. MacLaughlin
                                               ---------------------------------
                                               Beth O. MacLaughlin
                                               Chief Financial Officer and
                                               Principal Accounting Officer





                                                                    Exhibit 99.1

                                Avatech Solutions, Inc. - Corporate Headquarters
                                                         11400-A Cronridge Drive
                                                          Owings Mills, MD 21117
                                                             phone: 410-902-6900
                                                               fax: 410-902-8324
                                                        www.avatechsolutions.com

                             FOR IMMEDIATE RELEASE


                 AVATECH REPORTS TWO-FOLD INCREASE IN OPERATING
              INCOME AND AN INCREASE OF $929,000 IN NET INCOME FOR
                                 THIRD QUARTER

4 Consecutive Quarters of Improved Operating Results Highlight Company's
Progress

BALTIMORE, MARYLAND - May 18, 2004 - Avatech Solutions, Inc. (OTCBB:AVSO.OB),  a
recognized  leader  in  design  and  engineering  systems  integration  for  the
manufacturing,   building  design  and  engineering  markets,   today  announced
financial results for its third quarter ended March 31, 2004.

Revenues  increased  29% to $7.8  million  when  compared  to the  $6.1  million
reported in the third quarter of last year. Net income for the quarter increased
$929,154 to $170,362 when  compared to a net loss of $(758,792)  reported in the
previous year.  Basic earnings per share for the third quarter of 2004 increased
to $0.02 compared to a loss of $($0.08) per share in the third quarter of 2003.

Revenues  for the nine  months  ended  March 31,  2004 were  $21.6  million,  an
increase of 26% when compared to the $17.1 million reported in nine months ended
March 31, 2003. The net loss for the nine months was $(327,176),  or $(0.04) per
share, a 44% decrease when compared to a net loss of $(586,445),  or $(0.08) per
share, reported in the prior year.




Third Quarter Highlights:

o    Quarterly revenue increased 29%, year-over-year, to $7.8 million.

o    Product sales for the quarter increased 55% to $5.1 million.

o    Net income for the quarter increased $929,154, year-over-year, to $170,362,
     or $0.02 per share.

o    Operating income for the quarter  increased to $398,767 when compared to an
     operating loss of $(360,911) reported in the previous year.

o    Avatech announced new customer wins during the quarter, including:

     o    Bauer   Compressors  who  has  standardized  its  custom   engineering
          applications on an Autodesk Inventor 3D platform.

     o    Dow  Chemical  Company who has  standardized  and  licensed  Avatech's
          innovative  STYROFOAM * T-MASS*  Technology  on an  Autodesk  software
          platform with Avatech's custom professional services.

o    Avatech expanded its custom professional  services offerings by introducing
     skills assessment testing and analysis.

o    Avatech strengthened its Board of Directors with the additions of Robert La
     Blanc and Robert Post.

     o    Mr. La Blanc brings to Avatech over 40 years of leadership  experience
          in information  technologies and investment banking consulting,  while
          Mr. Post brings a 20-year track record in finance operations, business
          restructuring and creating profitable high growth in new entities.

"We are pleased  again with the progress we have made this  quarter,  confirming
that our strategies to improve the Company  continue to be effective,"  said CEO
of Avatech  Solutions,  Scotty Walsh. "Over the last four quarters we have shown
improvements in operating  results,  and revenue continues to increase on a year
over year basis. Our core business of design  automation  remains among the most
sophisticated  in the industry  and  continues  to generate  revenue  growth and
increased  profitability.  I am also excited by the significant  strides we have
accomplished  with our  diversification  plan.  We have built a world class team
from the most talented  individuals  in the industry,  and both our PLM (Product
Lifecycle Management) and FM (Facilities Management) teams contributed to growth
during the quarter."




Mr. Walsh  concluded,  "We  continue to focus on growing our revenue,  improving
profitability and increasing shareholder value and remain confident that we will
deliver a strong close to our fiscal year."

About Avatech Solutions

Avatech Solutions,  Inc. (OTCBB: AVSO.OB) is the recognized leader in design and
engineering  systems  integration with  unparalleled  expertise in CAD software,
data management and process  optimization  for the  manufacturing,  engineering,
building design and facilities  management  industries.  Headquartered in Owings
Mills,  Maryland,  the  company  specializes  in software  systems  integration,
standards development and deployment,  education and technical support.  Avatech
is one the largest  integrators  of Autodesk  software  worldwide  and a leading
provider of SMARTEAM PLM solutions.  The company serves 18,000 clients worldwide
including the industry  leaders from Fortune 500 and  Engineering  News Record's
Top 100 companies. Visit http://www.avatechsolutions.com for more information.

This press release contains  forward-looking  statements about the expectations,
beliefs, plans, intentions and strategies of Avatech Solutions, Inc. There are a
number of important factors that could cause actual results to differ materially
from those  anticipated  by any  forward-looking  information.  A description of
risks and uncertainties attendant to Avatech and its industry, and other factors
that could  affect  Avatech's  financial  results,  are  included  in  Avatech's
Securities and Exchange Commission filings,  including,  but not limited to, the
annual report on Form 10-K for the year ended June 30, 2003, the Proxy Statement
filed on October 10, 2003 in connection  with Avatech's 2003 annual  shareholder
meeting,  the quarterly reports on Form 10-Q for the quarter ended September 30,
2003 and December 31, 2003,  and the current  reports on Form 8-K filed with the
Securities  and Exchange  Commission  on November 17, 2003 and January 21, 2004.
Investors  and  shareholders  may obtain a free copy of the  documents  filed by
Avatech  Solutions,  Inc. with the  Commission at the  Commission's  web site at
www.sec.gov.  The documents also may be obtained for free by directing a request
to Melody  Craigmyle,  Director of Corporate  Communications  at 410-581-8080 or
email MCraigmyle@avatechsolutions.com.


All brand  names,  product  names,  or  trademarks  belong  to their  respective
holders.

                                      ###

Media Contacts:
Melody Craigmyle                                  Charles Messman or Todd Kehrli
Avatech Solutions, Inc.                           MKR Group
Phone +1 (410) 581 8080                           Phone +1 (626) 395 9500
Fax +1 (410) 581 8088
mcraigmyle@avatechsolutions.com                   ir@mkr-group.com