Securities and Exchange Commission
                             Washington, D.C. 20549
                                   FORM 10-KSB

      Annual report pursuant to Section 13 or 15(d) of the  Securities  Exchange
 X/   Act of 1934 for the fiscal year ended December 31, 1996
--- 
                                       or

      Transition  report  pursuant to  Section  13  or  15(d) of  the Securities
  /   Exchange Act of 1934 for the transition period from
---         to
      ------  ------

Commission file number 0-9219
                       ------

                               AVOCA, INCORPORATED
--------------------------------------------------------------------------------
                 (Name of small business issuer in its charter)

                Louisiana                             72-0590868
---------------------------------------- ---------------------------------------
(State or other jurisdiction of          (I.R.S. Employer Identification Number)
 incorporation or organization)

   P. O. Box 61260, New Orleans, LA.                     70161
----------------------------------------  --------------------------------------
(Address of principal executive offices)               (Zip Code)

Registrant's telephone number          (504) 552-4720
                             ------------------------

Securities registered under Section 12(b) of the Act:
         Title of each class                        Name of each exchange on
                                                        which registered
                None                                         None
----------------------------------------   -------------------------------------
Securities registered under Section 12(g) of the Exchange Act:
                           Common Stock - No Par Value
                           ---------------------------
                                (Title of Class)

Check  whether the issuer (1) filed all reports  required to be filed by Section
13 or 15(d) of the  Exchange  Act during the past 12 months (or for such shorter
period that  registrant  was  required to file such  reports),  and (2) has been
subject to such filing requirements for the past 90 days. Yes X   No
                                                             ---    ---

Check if there  is no disclosure of delinquent filers in response to Item 405 of
Regulation S-B contained in this form, and no  disclosure  will be contained, to
the  best  of  registrant's  knowledge,  in  definitive  proxy  or   information
statements  incorporated  by  reference  in  Part III of this Form 10-KSB or any
amendment to this Form 10-KSB.    X
                                 ---
 
State issuer's revenues for its most recent fiscal year.  $827,494
                                                          --------

The  aggregate   market  value  of  common  stock  held  on  March  3,  1997  by
non-affiliates of the registrant was $4,158,375. Such value has been computed on
the basis of the  average  bid and asked  prices of the stock and by  excluding,
from the 830,500 shares  outstanding on that date, all stock  beneficially owned
by officers and directors of the  registrant  and by  beneficial  owners of more
than  five  percent  of its  stock,  even  though  all such  persons  may not be
affiliates as defined in SEC Rule 12b-2.

The Company has only one class of common  stock,  of which  830,500  shares were
outstanding on March 1, 1997.

Parts I and II  incorporate by reference  information  from the Annual Report to
Shareholders  for the year ended  December 31, 1996.  Part III  incorporates  by
reference  information  from the Company's  Proxy  Statement  dated February 18,
1997.

Transitional Small Business Disclosure Format (check one):  Yes         No   X
                                                               -----       -----

An exhibit index is located on page 15


<PAGE>
<TABLE>
<CAPTION>



                               AVOCA, INCORPORATED

                          Index to 10-KSB Annual Report


                                                                                                      PAGE
PART I

<S>              <C>                                                                                  <C>
Item 1:          Description of Business                                                               3-8
Item 2:          Description of Property                                                              8-10
Item 3:          Legal Proceedings                                                                      10
Item 4:          Submission of Matters to a Vote of Security Holders                                    10


PART II

Item 5:          Market for Common Equity
                 and Related Stockholder Matters                                                        10
Item 6:          Management's Discussion and Analysis or Plan of
                 Operation                                                                           10-11
Item 7:          Financial Statements                                                                   11
Item 8:          Changes In and Disagreements With Accountants on
                 Accounting and Financial Disclosure                                                    11


PART III

Item 9:          Directors, Executive Officers, Promoters and
                 Control Persons; Compliance With Section 16(a)
                 of the Exchange Act                                                                    11
Item 10:         Executive Compensation                                                                 11
Item 11:         Security Ownership of Certain Beneficial Owners
                 and Management                                                                         12
Item 12:         Certain Relationships and Related Transactions                                         12
Item 13:         Exhibits and Reports on Form 8-K                                                    12-13

</TABLE>




                               Page 2 of 14 Pages

<PAGE>



                                     PART I

Item 1     Description of Business
------     -----------------------
           Avoca, Incorporated ("the Company") is a Louisiana corporation formed
in 1931. It owns and manages approximately 16,000 acres comprising virtually all
of Avoca Island, which is located about 90 miles west of New Orleans in St. Mary
Parish,  Louisiana,  adjacent to and  immediately  southeast of Morgan City. The
island,  approximately  two-thirds of which is under shallow water, is rural and
virtually  undeveloped except for exploration and development of its oil and gas
resources.
           Avoca, Incorporated is a passive royalty company that derives most of
its income from  royalties,  bonuses and delay  rentals under oil and gas leases
covering  its  Avoca  Island  acreage,  seismic  permits  and  interest  on  its
investments.  The following table and accompanying lease map furnish information
respecting mineral leases in effect for the year ended December 31, 1996.


                               Page 3 of 14 Pages

<PAGE>
<TABLE>
<CAPTION>



MINERAL INCOME

------------------------------------------------------------------------------------------------------------------------------------
Year Ended December 31, 1996
                                                                                                                Income Recognized
                                                                                                                     in 1996
                                                                                                              Lease
                                                                                                    Initial   Bonus         
                                                               Date of                              Rental    or Delay
Lessee                            Operator                     Lease      Acreage  Expiration       Per Acre  Rental   Net Royalties
------------------------------------------------------------------------------------------------------------------------------------
<S>                               <C>                           <C>       <C>      <C>               <C>      <C>       <C>

Texaco, Inc.                      Texaco, Inc.                  5/17/63    41.900  Termination       $  75    $    --   $    452
                                                                                   of production

Alliance Operating Company        Delta Operating Corporation   8/14/87   276.733  Termination       $ 200         --    127,501
                                                                                   of production

IP Petroleum Company, Inc.        IP Petroleum Company, Inc.    10/3/94   860.000  Terminated        $ 150     32,250         --
                                                                                   4/30/96 due to
                                                                                   non-payment
                                                                                   of rental

Boo-Ker Oil and Gas Corporation   Exchange Oil and Gas Company *10/6/94   185.440  Well plugged and  $  --         --        652
                                                                                   abandoned first
                                                                                   quarter of 1996

Capital Energy, Inc.              Black Gold Production        **1/2/96    45.029  Termination       $ 125      5,625    100,444
                                  Company                                          of production
                                                                                   or 1/2/97 if
                                                                                   nonproducing

Burlington Resources Oil & Gas    Burlington Resources Oil &    8/12/96   420.000  Termination       $ 110     46,200         --
Company                           Gas Company                                      of production
                                                                                   or 8/12/99 if
                                                                                   nonproducing
                                                                                                              -------    --------
                                                                                                              $84,075    $229,049
                                                                                                              =======    ========

*---This  lease  supersedes  a lease dated August 21, 1990 with the same lessee.
**---This  lease  supersedes  a lease dated  January 19, 1960 with Cabot  Carbon
Corporation.
</TABLE>



                               Page 4 of 14 Pages
                                                                    

<PAGE>













                       [Map of Avoca Island appears here,
                    showing property of Avoca, Incorporated,
                       mineral leases and well locations]


                               Page 5 of 14 Pages

<PAGE>



Item 1     Description of Business (continued)
------     -----------------------

           At December 31, 1996, 783.66 acres of the Company's land were covered
by oil and gas leases.  Approximately 363 acres were held by production pursuant
to leases (in favor of Texaco,  Inc.,  Alliance  Operating  Company  and Capital
Energy, Inc.) providing for royalties ranging from 25% to 30%. The remaining 420
acres are covered by a lease,  granted in 1996 to Burlington Resources Oil & Gas
Company, which stipulates a 21% royalty.
           The Company's  leases  with Boo-Ker Oil and Gas Corporation and I. P.
Petroleum Company, Inc.,  covering  approximately  1045  acres in the aggregate,
expired during 1996 in accordance with their terms.*
           In recent years, the Delta Operating  Corporation  (formerly Alliance
Operating  Company)  Avoca No. 1 well in the Ramos Field has been the  Company's
largest  producing  well.  Royalties  from the  Avoca  No.  1, in  which  Avoca,
Incorporated has a net revenue  interest of approximately  19%, were responsible
for  approximately 96% of the Company's royalty income during 1994, 94% in 1995,
and 56% in 1996.  Production from the well was 238,455 thousand cubic feet (mcf)
of gas and 3,787 barrels of condensate in 1996, as compared with 259,513 Mcf and
4,158 barrels in 1995, and 311,602 Mcf and 5,312 barrels in 1994.
           During 1996, the Intercoastal Shipyard No. 2 well succeeded the Avoca
No. 1 as the  Company's  largest  producing  well.  A successful workover by its
operator,  Black  Gold  Production  Company,  Inc.,  restored  production to the
Intercoastal  Shipyard  No. 2  well  (also in the Ramos Field) during the second
quarter of the year.  Royalties from this well, in which Avoca, Incorporated has
a net revenue interest of  approximately  4.05%,  was responsible for 44% of the
Company's royalty
--------
           *The Boo-Ker lease  expired  because the lease well,  which  produced
only  intermittently  in 1995, went off production and was plugged and abandoned
during 1996. The other lease expired  because I. P. Petroleum  failed to pay the
delay rentals due for the second quarter of the year.


                               Page 6 of 14 Pages

<PAGE>



income during 1996. Since its return to production,  the  Intercoastal  Shipyard
No. 2 well produced 883,498 Mcf of gas and 25,473 barrels of condensate in 1996.
Review of the  operator's  production  records  since  year end shows that daily
production from the well has declined to a point where,  at current  levels,  it
approximates only 50% of the year-end production rate.
           The Company's  share of production  from the Bateman Lake Field tract
leased to Texaco, Inc., has been negligible in recent years.
           In addition to  information  regarding  prices,  the following  table
shows the Company's  share of gas produced (in terms of thousand cubic feet) and
oil  delivered  (in terms of barrels) from the Ramos Field during the last three
years.

             Company's Share                 Average Sales Price
             ---------------                 -------------------
 Year    Gas Volume    Oil Volume           Per mcf        Per bbl
 1994    66,647 mcf    1,055 bbls             $2.13        $16.75
 1995    50,501 mcf      809 bbls             $1.73        $18.00
 1996    82,228 mcf    1,770 bbls             $2.81        $21.66

           The Company  granted two mineral  leases in 1996, as compared with no
leases  in 1995 and one  lease in 1994.  Except  for  reworking  operations,  no
drilling  operations were conducted on Avoca Island during the three year period
ended December 31, 1996.
           The Company  received  substantial  income from the granting of three
new  3-D  seismic   permits  during  1996.  The  first  permit  was  granted  to
Geco-Prakla, Inc. and covers 3073 acres on the western part of Avoca Island. The
second permit,  granted to Texas Meridian  Resources  Exploration,  Inc., covers
7535  acres on the  southern  part of the island and  includes  an option  until
January  10,  1998 to lease  all or part  (but not less  than 753  acres) of the
permitted  acreage  for  mineral  development.  The  third  permit,  in favor of
Burlington Resources Oil & Gas Company, covers most


                               Page 7 of 14 Pages

<PAGE>



of the  northern  part of the island  (7330  acres) and includes an option until
December 12, 1997 to lease all or part (but not less than 50%) of the  permitted
acreage.
           Further  information   respecting  oil  and  gas  operations  on  the
Company's  property appears under the captions "Report to the  Shareholders" and
"Management's  Discussion  and  Analysis of Financial  Condition  and Results of
Operations"  on  pages  4  and  14  of  the  Company's  1996  Annual  Report  to
Shareholders,   attached  as  an  exhibit  hereto  and  incorporated  herein  by
reference.  The Company's  activities with respect to oil and gas are limited to
the granting of leases,  seismic  permits and the  collection of bonuses,  delay
rentals  and  landowner   royalties   thereunder.   Accordingly,   only  limited
information,  furnished  primarily by the Company's  lessees,  has been included
with respect to oil and gas operations  affecting the Company's lands.  Complete
information  respecting these and related matters,  such as proved reserves,  is
unavailable to the Company and cannot be obtained without unreasonable effort or
expense.
           Wild game,  bird hunting and  non-commercial  fishing rights on Avoca
Island are leased to Avoca Duck Club.  Revenues  from these sources were $21,000
in 1996.
           The  Company  has no  employees  but  retains  the  services of three
individuals as independent  contractors.  One acts as consultant to the Board of
Directors and assists with the Company's day to day business affairs.  The other
two  individuals  maintain the  Company's  financial  records and watch over the
Company's lands, respectively.
           Additional information  regarding  the Company's business is included
under Item 2 of this report, incorporated herein by reference.

Item 2     Description of Property
------     -----------------------

           The Company owns approximately  16,000 acres comprising virtually all
of  Avoca  Island.   The  island,   located  in  St.  Mary  Parish,   Louisiana,
approximately 90 miles west of New Orleans, lies


                               Page 8 of 14 Pages

<PAGE>



southeast of the greater  Morgan City area,  from which it is separated by Bayou
Boeuf.  There are no bridges or roads leading to the island.  Access is by means
of a free ferry  which  operates  on a regular  schedule  across  Bayou Boeuf (a
distance of approximately 500 feet) and connects the northwest tip of the island
with the Morgan City area.  Ferry service is interrupted by periodic  mechanical
breakdowns and during periods of high water.
           Avoca Island is within the Morgan City Harbor and Terminal  District.
Bayou  Boeuf  and Bayou  Chene,  which  border  the  island  for a  distance  of
approximately  thirteen  miles  and  form its  northern,  eastern  and  southern
perimeters, are part of the Gulf section of the Intracoastal Waterway.
           Approximately one-third of the island, located along its northern and
eastern  perimeters,  is dry ground.  The remaining  two-thirds is under shallow
water. Avoca Island is rural, and its surface is virtually undeveloped.
           Over the years, preliminary studies and proposals have been made with
regard to a bridge linking Avoca Island with the mainland.  Nothing definite has
resulted from these efforts and it is doubtful that such a bridge will be built.
           A study conducted with the assistance of LSU's Cooperative  Extension
Service in 1991 indicates that aquaculture and tree farming are not economically
feasible and that the island's  suitability for farming is limited.  The Company
is continuing  its search for persons  interested in farming or otherwise  using
the Avoca Island for agrarian purposes that will preserve the farmland status of
the  property  and  minimize  the effect of Section  404 of the Clean Water Act,
under  which  vast  areas  have  been  designated  as  wetlands  subject  to the
jurisdiction  and permitting  requirements  of the U.S.  Corps of Engineers.  In
1996, the Company  signed a letter of intent related to a possible  cattle lease
that will help achieve the foregoing  objectives.  The lease, if executed,  will
cover approximately 3200 acres on the northern and western part of the island.


                               Page 9 of 14 Pages

<PAGE>



           Information  respecting development of oil and gas resources on Avoca
Island  is  provided  under  Item  1 of  this  report,  incorporated  herein  by
reference.

Item 3     Legal Proceedings
------     -----------------

           As noted in previous  reports,  an historic home owned by the Company
burned to the  ground  during the course of  roofing  work  performed  by Gibson
Roofers,  Inc.  The  Company  sued  Gibson and its insurer for total loss of the
building. Gibson counterclaimed for recovery under its roofing contract.
           Having  settled its claims  against  Gibson,  the  Company  moved for
summary  judgment on Gibson's  counterclaim.  The trial court granted the motion
and dismissed the  counterclaim.  Gibson's appeal was dismissed during the third
quarter  of  1996,  thus  finally  bringing  the  litigation  to an end.

Item 4     Submission of Matters to
------     a Vote of Security Holders
           --------------------------

           Not Applicable

                                     PART II

Item 5     Market for Common Equity
------     and Related Stockholder Matters
           -------------------------------

           The  information  called for by this item  appears  under the caption
"Stock Prices and Related  Security  Holder Matters" on page 15 of the Company's
1996  Annual  Report  to  Shareholders,   attached  as  an  exhibit  hereto  and
incorporated herein by reference.

Item 6     Management's Discussion and
------     Analysis or Plan of Operation
           -----------------------------

           The  information  called for by this item appears  under the captions
"Report to the  Shareholders"  and  "Management's  Discussion  and  Analysis  of
Financial Condition and Results of


                               Page 10 of 14 Pages

<PAGE>



Operations" on pages 4 and 14, respectively, of the Company's 1996 Annual Report
to Shareholders,  attached  as  an  exhibit  hereto  and  incorporated herein by
reference.

Item 7     Financial Statements
------     --------------------

           The information called for by this item appears on pages 5 through 13
of the Company's  1996  Annual  Report  to  Shareholders, attached as an exhibit
hereto and incorporated herein by reference.

Item 8     Changes In and Disagreements With
------     Accountants on Accounting and Financial Disclosure
           --------------------------------------------------

           Not applicable

                                    PART III

Item 9     Directors, Executive Officers,
------     Promoters and Control Persons; Compliance
           With Section 16(a) of the Exchange Act
           --------------------------------------

           The  Company  has two executive officers, both of whom are directors:
Edward B. Grimball, President,  and M. Cleland Powell, III, Secretary-Treasurer.
Information concerning such  persons  and the Company's other directors is shown
under  the  caption  "Number  and Election of Directors" on pages 3 and 4 of the
Company's  Proxy  Statement  dated  February  18, 1997,  incorporated  herein by
reference.

Item 10    Executive Compensation
-------    ----------------------
 
           The  information  called  for by  this item appears under the caption
"Information  Concerning  Management - Executive  Compensation" on page 5 of the
Company's  Proxy  Statement  dated  February  18, 1997,  incorporated  herein by
reference.

                                            
                               Page 11 of 14 Pages

<PAGE>



Item 11    Security Ownership of Certain
-------    Beneficial Owners and Management
           --------------------------------

           The  information  called  for  by this item appears under the caption
"Voting Securities" on pages 2 and 3, and under the caption "Number and Election
of Directors" on pages 3 and 4,  of the Company's Proxy Statement dated February
18, 1997, incorporated herein by reference.

Item 12    Certain Relationships
-------    and Related Transactions
           ------------------------
     
              The information  called for by this item appears under the caption
"Information  Concerning  Management - Certain  Relationships"  on page 5 of the
Company's  Proxy  Statement  dated  February  18, 1997,  incorporated  herein by
reference.

                                     PART IV

Item 13    Exhibits and Reports on Form 8-K
-------    --------------------------------

(a)1.         Financial Statements

              The  following  financial   statements  of  Avoca,   Incorporated,
included  in its  1996  Annual  Report  to  Shareholders,  are  incorporated  by
reference in Part II, Item 7:

              Report of  Ernst  & Young LLP, Independent Auditors, dated January
              13, 1997

              Balance sheet - December 31, 1996

              Statements of Income - years ended
              December 31, 1996 and 1995

              Statements of Retained Earnings -
              years ended December 31, 1996 and 1995

              Statements of Cash Flows - years ended
              December 31, 1996 and 1995

              Notes to Financial Statements -
              December 31, 1996

              
                               Page 12 of 14 Pages

<PAGE>



(a)2.         Exhibits required by Item 601 of Regulation S-B:

              3.1       Copy of Composite Charter(1)

              3.2       Copy of Charter, dated October 21, 1931(1)

              3.3       Copy of amendment to Charter, dated
                        September 13, 1972(1)

              3.4       Copy of amendment to Charter, dated
                        May 30, 1975(1)

              3.5       Copy of amendment to Charter, dated
                        September 15, 1981(2)

              3.6       Copy of amendment to Charter, dated
                        March 17, 1987(2)

              3.7       Copy of Composite Charter (as of
                        August 14, 1987)(2)

              4.0       Copy of specimen stock certificate(1)

              13        Annual Report to Shareholders for
                        the year ended December 31, 1996.  Except for
                        the information expressly specifically
                        incorporated by reference in this Form 10-KSB,
                        the annual report is provided solely for the
                        information of the Securities and Exchange
                        Commission and is not to be deemed filed
                        as part of the Form 10-KSB.

              23        Consent of independent auditors

              27        Financial Data Schedule

(b)           Reports on Form 8-K

                        Registrant filed no reports on Form 8-K during the three
                        months ended December 31, 1996.

1     Incorporated   by  reference  from   registrant's   Form  10  Registration
      Statement,  filed with the Securities and Exchange Commission on April 29,
      1980, Commission file number 0-9219.

2     Incorporated by reference from registrant's Form 8 Report dated August 14,
      1987, Commission file number 0-9219.

                      
                               Page 13 of 14 Pages

<PAGE>



                                   SIGNATURES
                                   ----------

              Pursuant  to  the requirements of Section 13 of the Securities Act
of 1934, the registrant has duly caused this report to be signed  on its  behalf
by the  undersigned, thereunto duly authorized.

Avoca, Incorporated

By: /s/ Edward B. Grimball
    ----------------------------------
    Edward B. Grimball
    President and principal executive,
    financial and accounting officer

Date: March 18, 1997

              Pursuant to the  requirements  of the  Securities  Exchange Act of
1934,  this report has been signed below by the  following  persons on behalf of
the registrant and in the capacities and on the dates indicated.

/s/ Richard W. Fox
-------------------------------
Richard W. Fox, Director
Date:  March 18 , 1997


/s/ Edward B. Grimball
-------------------------------
Edward B. Grimball, Director
Date:  March 18, 1997


/s/ Peter V. Guarisco
-------------------------------
Peter V. Guarisco, Director
Date:  March 18, 1997


/s/ Guy C. Lyman, Jr.
-------------------------------
Guy C. Lyman, Jr., Director
Date:  March 18, 1997


/s/ M. Cleland Powell, III
-------------------------------
M. Cleland Powell, III, Director
Date:  March 18, 1997




                               Page 14 of 14 Pages

<PAGE>


                                  Exhibit Index


                                                                    Sequentially
                                                                      Numbered
Exhibit No.         Description                                         Page
                                       
3.1                 Copy of Composite Charter(1)

3.2                 Copy of Charter, dated October 21, 1931(1)

3.3                 Copy of amendment to Charter, dated
                    September 13, 1972(1)

3.4                 Copy of amendment to Charter, dated
                    May 30, 1975(1)

3.5                 Copy of amendment to Charter, dated
                    September 15, 1981(2)

3.6                 Copy of amendment to Charter, dated
                    March 17, 1987(2)

3.7                 Copy of Composite Charter
                    (as of August 14, 1987)(2)

4.0                 Copy of specimen stock certificate(1)

 13                 Annual Report to Shareholders  for the year
                    ended December 31, 1996.  Except for
                    the information  expressly  specifically
                    incorporated by reference in this Form
                    10-KSB,  the  annual  report  is  provided
                    solely  for the  information  of the
                    Securities and Exchange  Commission and is not
                    to be deemed filed as part of the Form 10-KSB.

 23                 Consent of independent auditors

 27                 Financial Data Schedule


--------------------
(1)Incorporated by reference from registrant's  Form 10 Registration  Statement,
filed with the Securities and Exchange Commission on April 29, 1980,  Commission
file number 0-9219.

(2)Incorporated by reference  from  registrant's  Form 8 Report dated August 14,
1987, Commission file number 0-9219.