Washington, D.C. 20549
                       SECURITIES AND EXCHANGE COMMISSION
                                   FORM 10-KSB

                  ANY REPORT PURSUANT TO SECTION 13 OR 15 (d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

             For The Fiscal year ended December 31, 1999

             ( ) 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 333-45419

                       Senior Retirement Communities, Inc.

 Louisiana                                                        72-1394159
(State or other jurisdiction of incorporation)                  I.R..S.  I D
or organization)


                507 Trenton Street, West Monroe, Louisiana 71291

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                                 (318) 323-2115

Securities  registered  pursuant to Section 12 (b) of the Act:
                         First Mortgage Bonds $9,000,000

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding twelve (12) months (or for such shorter period that the registrant
was  required  to  file  such  report)  and  (2)  has  subject  to  such  filing
requirements for the past ninety (90) days.

                             Yes___X___ No__________

Indicate by check mark if disclosure of delinquent  filers  pursuant to Item 405
of Regulation  S-K is not contained  herein,  and will not be contained,  to the
best of registrant's  knowledge,  in definitive proxy or information  statements
incorporated by reference in part III of the Form 10-KSB ____

              Revenues for fiscal year 1999 - $ 714,729

Number of share  outstanding of each of the registrant's class of common shares
and preferred  shares, as of December 31, 1999

             Common  Shares  16,588,200  par  value $.10 per share:
             Preferred  shares  425,000  par  value $1.00 per share:

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                       DOCUMENTS INCORPORATED BY REFERENCE

(1)  Included  by  reference  Prospectus  dated  June 23,  1998,  I, II, III (2)
Included by reference 10-QSB dated June 30, 1999 I, II (3) Included by reference
10-QSB dated September 30, 1999 I, II

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                       SENIOR RETIREMENT COMMUNITIES, INC.

                                   Form 10-KSB

                                      INDEX

Part     I                                                        Page
Item     1.       Business
Item     2.       Properties and method of Financing
Item     3.       Legal Proceedings
Item     4.       Submission of Matters to a Vote of Security Holders

Part     II.

Item     5.       Market for Registrant's  Bonds
Item     6.       Management's Discussion and Analysis of Results of Operations
Item     7.       Financial Statements and Supplementary Data
Item     8.       Changes in and Disagreements with Accountants

Part     III.

Item      9.      Directors and Executive Officers of the Registrant
Item     10.      Executive Compensation
Item     11.      Security Ownership of Certain Beneficial Owners and Management
Item     12.      Certain Relationships and Related Transactions

Part     IV.

Item     13.      Exhibits, Financial Statement Schedules Reports on Form 8-K





















Part I

Item     1.       Business

                                    OVERVIEW

General

Senior  Retirement  Communities,  Inc. (the "Company" or SRC) was organized as a
Corporation  under the laws of the State of Louisiana on September 10, 1997. The
Corporate  charter has been amended one time on November 6, 1997. The Company is
in the  business  of  developing  and owning  housing for  seniors.  SRC primary
interests are in the Development of Assisted Living Facilities  ("ALFs").  ALF's
contain one or more  facilities  for seniors who are  independent,  require some
assistance or suffer from Dementia. Dementia units are primarily for the support
of individuals suffering from Alzheimer's and related disorders.

Independent Living

Independent  Living  facilities are anticipated to make up a small amount of the
Company's business. It is anticipated as the Independent Living group of seniors
age, they will convert to Assisted Living within the community  thereby reducing
their impact upon the  communities.  The Company has  maintained  excess land in
each of the communities in order to meet the demands of seniors, no matter which
direction senior care evolves.

Assisted Living

Assisted  Living will make up the largest  impact  upon the  Company's  success.
Assisted Living continues to evolve with State and Federal interest in this form
of Senior Care. It is anticipated that political pressure will continue to grow,
because of the impact  that  Assisted  Living is having on other forms of senior
care. In Louisiana the Nursing Home industry, which has strong political support
in the Louisiana Legislature, has introduced a bill, which would have a negative
impact upon the industry.  SRC along with other Assisted Living  Communities are
aware of the  proposed  legislation.  It the  Company's  intent to resist  these
efforts.

Dementia

Independent  Dementia  facilities  are fairly new in Louisiana.  The Company has
built the first  independent  Dementia  facility in Bossier City and Shreveport,
Louisiana.  It used as a model the  Terrace  located in West  Monroe,  Louisiana
which was built by an affiliate of the Company.  It is anticipated that Dementia
facilities will have a growing impact on the company success. The same political
pressures discussed above will also impact dementia.

Employees

The Company has sixty full time and nine part time employees in three  locations
in north  Louisiana.  It is  anticipated  as occupancy  increases  the number of
employees will increase.

Source of Business

The Company's business is designed to provide secure,  comfortable,  and healthy
living environment for seniors with disposal income of approximately $25,000 and
up,  between  the age of 72 and up and in the  case of  Independent  Living  and
Dementia younger.

Method of Operation

The Company's ALF's are managed by The Forsythe Group, Inc.  (Forsythe) which is
owned by Joanne M. Caldwell-Bayles, President of the Company. The ALF management
staff consists of five individuals includes MS. Bayles. Two members of the staff
have Master's  degrees in Gerontology.  They have over 20 years of experience in
Hospitals,  Nursing  Homes,  and  Assisted  Living  industry.  They have  direct
management responsibility for each Administrator of each ALF.

Prior to the formation of the Company, Forsythe closely kept close relation with
the  Department  of  Social  Services  of the State of  Louisiana,  which is the
authority responsible for regulating ALF's in Louisiana.  In 1996 Social Service
began developing new Minimum  Standards for ALF's.  When a decision was made for
the Company and develop ALF's the Forsythe  staff  recommended  that the Company
adopt the proposed new minimum standards for all of its project. As a result the
design  staff of Forsythe  designed all of the ALF's which the Company owns meet
the new stricter requirements. The Company also adopted the new standards for of
its personnel. The new Adult Residential Care Minimum Standards were adopted and
became  effective  on March 31, 1999.  As a result the Company is in  compliance
with the new stricter requirement including buildings,  staffing,  and education
requirements a well.

The Forsythe ALF  management  staff has central  purchasing,  payroll,  accounts
payable,  menu  planning  and  programming.  All  menus  are  planned  with  the
assistance with a registered dietitian.

Administrators  are  required  to  meet  the  standards  set  forth  in the  new
regulations.  Employees are required to submit to drug testing before employment
as well as  during  employment.  All  employees  are  required  to  submit  to a
background check by the State Police before employment.

  Competition

ALF's are under ever growing  competition for the senior market.  Competition is
coming  from  additional  ALF's  being  built in each  market and  Nursing  home
upgrading and  expansion.  In Addition  government  regulation  will continue to
increase.  The one area in which competition  remains at a reasonable pace is in
the area of independent  Dementia units. While many ALF's are including Dementia
units it has not grown in the Company's markets as much as traditional ALF's.

In the  fourth  quarter of 1998 an  Assisted  Living  facility  without a formal
Dementia  facility was  announced in Ruston,  Louisiana.  While smaller than the
Arbor of  Ruston  it is and will be a factor  in the  market.  It will take some
business,  which would have move into the Arbor.  As a result the rent up period
will be longer than  anticipated.  As part of the Company  planning  some of the
Assisted Living units and all of the Independent  Living units were converted to
Dementia.  Special dinning and activity designed for Dementia areas will also be
added.  The Company  believes  that by moving  quickly the new  facilities  will
regain any lost business and income because of the new Assisted Living facility.

In the fourth Quarter of 1998 an Assisted Living Facility was started in Bossier
City, the new facility  opened in the spring of 1999.  The Company  believes the
market in Bossier City will be able to support both  facilities.  Additional new
facilities  would  increase  competition  and may have  negative  impact  on the
Company's ALF.

Property Environmental

1The Company's ALF's are all in compliance with all environmental laws. Prior to
building  each site was  inspected and an  environmental  engineer  studied pass
history. Each site was not subject to any environmental problems.

Item     2.       Properties and Methods of Financing

 As of December 31, 1999 the Company had three  ("ALFs") open for business.  The
Ruston,  Louisiana ALF's Assisted Living Units (assisted and Independent  living
units)  opened for  business in October  1998.  The Company has  converted  four
independent living units and adding additional facilities which are operating as
a  6-unit  Dementia  (Terrace)   facility,   along  with  activity  and  dinning
facilities.  The Ruston ALF contains 42 Assisted/Independent and 6 Terrace units
as result of  increase  demand  for  Alzheimer's  facilities  in the area and an
increase in competition in Assisted Living  facilities.  As of December 31, 1999
The  Assisted/Independent  units  were  52%  occupied  and the  Terrace  was 50%
occupied.

The Bossier  City  facility has The Arbor of Bossier  consisting  of 36 assisted
living  facility and The Terrace of Bossier  24-unit  Dementia  facility.  As of
December 31, 1999 the assisted living units facility was 28% occupied.  By March
15,  2000  occupancy  had risen to 42%.  ON  December  31,  1999 the Terrace had
occupancy of 13%, which has not increased. Competition in the Shreveport-Bossier
market is fierce because of over building.  The Arbor is competing  well,  while
the Terrace is slow in reaching its target  occupancy.  We anticipate our strong
marketing efforts will be successful in reaching  stabilized  occupancy with the
two year target ending March 2001..

The final facility is The Terrace of Shreveport located in Shreveport, Louisiana
consisting of a 24 unit Dementia  facility.  The Shreveport  facility opened for
business on January 22, 1999.  The occupancy of the Terrace on December 31, 1999
was 30% that has not  changed  as of March  15,  2000.  The  Terrace  is slow in
reaching its target  occupancy.  We anticipate our strong marketing efforts will
be successful in reaching  stabilized  occupancy with the two-year target ending
March 2001, which is three months behind anticipated schedule.

The  construction of the facilities  were financed  through the sale of Co-First
Mortgage  bonds  as set  forth  in the  prospectus  dated  June  23,  1998  with
construction  loans  provided by Church Loans and Investment  Trust.  All of the
Construction loans have been paid in full.

We also own  approximately  26 acres  of land  located  in  Ruston  (20  acres),
Shreveport (2 acres), and Minden (4 acres), Louisiana for future construction.

We have  continued to finance the expansion and  development by a combination of
private  placement of Common stock,  and  Preferred  stock as well as the public
offering  of  First  Mortgage  Bonds.  In  March  1999  the  company   purchased
approximately  6 acres  of land for  $525,000  paying  $100,000  in cash and the
issuing 425,000 shares of $1.00 par value Preferred  stock.  The property is the
location of the Bossier City, Louisiana facility.  The Preferred stock is paying
dividends at a rate of 4% for the first two years,  6% for the second two years,
and 8% for the final two years. The Preferred stock shall be redeemed in full at
the end of the fifth year for the total sum including accrued  dividends.  It is
recallable at anytime at the option of the company.

The holders of the Preferred  stock shall also have the right to purchase common
stock at a 20% discount if and when the company issues  additional  common stock
in the form of a public  offering  if done so within 8 years of date  issued for
preferred stock.

Item     3.       Legal Proceedings

The Company is not involved in any material legal proceedings at this time

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

No matter were submitted to a vote of security holders during the fourth quarter
of fiscal 1999.

Part     II.

Item     5.       Market for Registrant's Bonds

The Bonds were offered by MMR Investment Bankers,  Inc. (the "Underwriter") on a
best efforts  basis as agent for the Company.  The Bonds are offered  subject to
prior sale. The Offering of the Bonds (the  "Offering")  will continue until the
sale of all Bonds or for a period  of one year  from the date of the  Prospectus
(June 23, 1998).  As of December 31, 1999  $8,992,000 of the issue of $9,000,000
had been sold.  The  Underwriter  does not intend to make a market in the Bonds.
There is no quoted  market for the Bonds and there is no assurance a market will
develop.

Item     6.       Management's Discussion and Analysis of Results of Operations

The  Company's  first ALF opened for  business  on October  16,  1999 in Ruston,
Louisiana.  The  Shreveport  and  Bossier  City  facilities  opened in the first
quarter of 1999 at which point all of the  facilities  were open and  operating.
The operating loss for the year ending December 31, 1999 was $ 1,359,541.

This commentary should be read the following  documents for a full understanding
of Senior Retirement Communities, Inc. financial condition and the status of the
Company which reflect start up operations;  the entire Prospectus dated June 23,
1998;  10QSB for the period ending June 30, 1999; and September 30, 1999 and the
unaudited  financial statement presented therein along with all of the footnotes
thereto.

Major changes in Financial Conditions

The major change in financial  condition  between December 31, 1998 and December
31, 1999 were as follows:  Current  assets  consisted  primarily  of cash in the
amount of $ 623,646. Cash is restricted as follows:  $3,797 to fund bond reserve
accounts and $618,760 is restricted to pay Operating  Fund  Payments.  Reader is
encouraged to read page 13 of the  Prospectus.  Property,  Plant,  and Equipment
increased  from  $8,617,164 as of December  31,1998 to $9,602,869 as of December
31,  1999.  The  increase is the result of  completion  of the  construction  in
progress  at Ruston,  Bossier  City and  Shreveport,  Louisiana.  Total  current
liabilities  decreased  $ 1,005,910  as of December  31, 1998 to $ 602,269 as of
December 31, 1999 consisting  primarily of retirement of the construction loans.
Long-term debt increased from $ 6,913,837 as of December 31, 1997 to $ 8,100,550
as of December  31, 1999,  which  consisted of bond  payables.  Liabilities  due
stockholders and affiliates  increased from $ 424,217 as of December 31, 1997 to
$ 872,075 as of December 31, 1999.  Total  Stockholders  Equity decreased from $
1,613,840  as of December  31, 1997 to $ 651,621 as of December  31,  1999.  The
decrease is the primarily the result of the net operating loss of $ 1,359541.

Liquidity and Financial Position

The Company receives significant operating funds from its affiliate The Forsythe
Group,  Inc.  through  short-term  loans.  The ability of The Forsythe  Group to
continue to make available loans is necessary for the continuing  success of the
company.  If future  conditions  would create problems in Forsythe's  ability to
advance funds to the Company, the Company's future success would be in doubt.

Forward- Looking Statements:
Statements  that  are not  historical  facts,  including  statements  about  (I)
operating  profits or losses as those  discussed in results of operations;  (II)
Impact  of  political  decisions  and  new  laws  from  the  State  and  Federal
Government.  The Company wishes to caution the reader that factors below,  along
with the factors set forth in the Company's June 30, 1999 form 10QSB,  September
30,  1999  form 10 QSB,  and the  prospectus  along  with  the  Company's  other
documents  filed with the SEC,  have  affected  and could  affect the  Company's
actual  results  causing  results  to  differ   materially  from  those  in  any
forward-looking statement. These factors include: the acceptance of the Assisted
Living Concept by each of the  communities in which they are located,  increased
competition in each of the  communities,  economic  outlook  whether the economy
improves or slips into recession, technological changes in dealing with seniors,
change in government  regulation,  the success of strategic decisions to improve
financial  performance,  the  ability of the  Company to contain  cost,  and the
continued increase in the market acceptance of ALF's.

Item     7.       Financial Statements and Supplementary Data

The  financial  statements  for the Company  and  independent  auditors'  report
incorporated herein by reference and is filed herewith as Exhibit "A"

Item     8.       Changes in and Disagreements with Accountants
None

Part     III.

Item      9.      Directors and Executive Officers of the Registrant

OFFICERS, DIRECTORS AND MANAGEMENT OF THE COMPANY.

 The members of the Board of Directors  of the Company are elected  annually and
hold office  until their  successors  are elected  and  qualify.  The  Company's
officers are chosen to serve at the pleasure of the Stockholders. The management
of the Company has a combined  total of over 75 years of  experience in finance,
construction, property development, and property management.

The  Facilities  management  staff  consists of five  individuals  including the
President.  Two members of the staff have Master's degrees in Gerontology.  They
have over 20 years of  experience  in  Hospitals,  Nursing  Homes,  and Assisted
Living  facilities.   They  have  direct  management   responsibility  for  each
Administrator of each ALF.

The Company owns three  facilities  in Ruston,  Bossier  City,  and  Shreveport,
Louisiana,  which are  managed by The  Forsythe  Group,  Inc.  Other  facilities
managed by Forsythe  which are  affiliates  of the Company are  Assisted  Living
Centers,  Independent  Living  Centers,  and  Dementia  Centers in West  Monroe,
Bastrop,  Farmerville  and Minden  Louisiana.  The Company  affiliates has under
construction a facility in Natchitoches, Louisiana.

Forsythe and the individual  owners of the each facility maintain close relation
with the Department of Social  Services of the State of Louisiana,  which is the
authority  responsible for regulating Assisted Living in Louisiana.  New minimum
standards  were adopted and became  effective on March 31, 1999. As a result the
Company is in the process of discussing the new standards  with Social  Services
in order  to  comply  with the new  stricter  requirement  including  buildings,
staffing,  and education  requirements.  As in most cases when government adopts
new operating  standards for industry  conflicts will occur. The Assisted Living
industry is working to resolve any problems that occur.

The Company  management  staff has central  purchasing,  payroll,  and  accounts
payable,  menu  planning  and  programming.  All  menus  are  planned  with  the
assistance with a registered dietitian.

Administrators  are  required  to  meet  the  standards  set  forth  in the  new
regulations.  Employees are required to submit to drug testing before employment
as well as  during  employment.  All  employees  are  required  to  submit  to a
background check by the State Police.

The  names  of the  directors  and  executive  officers  of the  Company,  there
respective ages and their positions and office with the Company are as follows:

Name                                Age      Positions and Offices Held

Joanne M. Caldwell-Bayles           40       Chairperson of the Board,
                                             Chief ExecutiveOfficer, President
                                             and Director

Suzette L. Brewster                 51       Vice-President, Director
                                             Facility-Design

Sherry Kenney                       42       Vice President, Director.
                                             Director of Operations

Raymond L. Nelson                   63       Vice-President - Director


Jean Gaffney-Nelson                 61       Assistant Secretary - Director

Charles H. Pritchard                44       Chief Financial Officer - Director

Joanne M.  Caldwell-Bayles,  40 years  old.  In 1996  Joanne M.  Caldwell-Bayles
formed The Forsythe Group an  unincorporated  holding company  specialize in the
purchase  and  collection  of FDIC notes  from  failed  financial  institutions.
Forsythe  purchased  over  $10,000,000  in face  value of  notes at a  discount.
Forsythe was  successful in  collecting an amount to produce  profits from their
efforts.  Some of the notes were secured as a result Holdings obtained property,
which was sold or  financed  at a  profit.  In 1996  Joanne  M.  Caldwell-Bayles
incorporated  The  Forsythe  Group.  Inc. She has been the  President  and Chief
Executive Officer of the Company since it inception.  Mrs.  Caldwell-Bayles  has
senior executive  experience in the development and operation of assisted living
and memory  disorder  facilities  beginning in 1996. Mrs. Bayles also has senior
executive experience in hotel management,  personnel, finance and commercial and
residential development.

In  addition to her duties with the company she is serving a member of the Board
of Director of the Louisiana Assisted Living Association

Suzette L. Brewster,  54 years old has been with the Company and its
predecessors since  September  1994. Ms. Brewster was trained in  interior
design and  landscaping.  She has been involved in the design of all of the
facilities  which the Company  manages.  Her main challenge is interior
design as well as  landscaping  of each of the  facilities.  She is also in
charge of purchasing  all furniture, fixtures and equipment for each facility.
Ms. Brewster attended Louisiana Tech University, Ruston, Louisiana.

Sherry Kenny, 42 years old. She served as the  Administrator of The Oaks Nursing
Home in  Monroe,  Louisiana  from  1988 - 1994  responsible  for  the  strategic
planning,  marketing  and  maintenance  of  all  plans/records  relating  to the
facility.  In 1995 she became the Manager of the Azalea Estates  Assisted Living
Facility, Monroe, Louisiana. Ms. Kenny also conducted a night class at Northeast
Louisiana  University,  Monroe,  Louisiana  teaching  "Perspectives on Aging" to
occupational therapy, gerontology, and social work students. In 1997, she joined
SENIOR  RETIREMENT  COMMUNITIES,   INC.,  as  director  of  operations.  She  is
responsible for strategic planning, marketing, maintenance of all plans, records
for the company as it relates to the  facilities  being  managed by the Company.
Ms. Kenny also  maintains  and keep track of all state  guidelines in accordance
with the  Department  of Social  Services.  In May 1999,  she was elected to the
Board of Directors and appointed  Vice-President of the Company. Ms. Kenny has a
Bachelor of Business Administration, Major in Accounting and Master of Arts. She
also has a Masters degree in Gerontology  from Northeast  Louisiana  University,
Monroe, Louisiana.

Raymond L. Nelson  Director-Vice-President,  63 years old. Mr.  Nelson  attended
the  University  of Houston.  He is the  President and CEO of Town &  Country
Insurance  Agency,  Inc.  He  manages  forty  employees  in three  locations  in
the  Houston-Galveston,  Texas
metropolitan  area. Mr. Nelson is the past President of the Houston  Council of
the Navy League of the United States and is currently a
national director.  He is a past director of the Independent Insurance Agency of
Houston, Texas.

Jean Gaffney Nelson,  61 years old, Mrs.. Nelson has 27 years in management
experience in diagnostic and  iterventional  cardiology in a large hospital
environment.  Mrs.  Nelson was employed as the Manager of Cardiology  Services
and Nuclear  Medicine at the Methodist
Hospital in Houston,  Texas. She studied biology and took courses in computer
science,  accounting and management at the University of
Houston in Houston,  Texas.  Mrs..  Nelson is  registered in adult
echocardiography  by the American  Registry of  Diagnostic  Medical
Sonographers and is a member of the American College of Cardiovascular
Administrators.

     Charles  Pritchard,   44  year  old  graduated  from  Northeast   Louisiana
University  May  1977  with a  degree  in  accounting.  In  1980  completed  the
requirements as a CPA. He worked for two local firms from 1977 to 1986. In 1986,
he established an independent  accounting practice. He has clients in the fields
of health care, manufacturing,  construction, retail, auto, leasing, and service
industry.  For the past three years he has served as the accountant for Forsythe
and all  Affiliates,  including  relations  with  the SEC and  State  regulatory
agencies.  In May 1999 he joined the  Company  as Chief  Financial  Officer  and
Director.

The members of the Board of  Directors  of The Company are elected  annually and
hold office  until their  successor  are elected and  qualified.  The  Company's
officers  are chosen to serve at the  pleasure  of the Board of  Directors.  The
management of The Company has a combined total of over 75 years of experience in
finance, construction, property development, and property management.

Item     10.      Executive Compensation

Joanne M. Caldwell-Bayles  $60,000 per year
The company pays no other Executive, officer or director
Director and officers are employed and paid by The Forsythe Group, Inc. ,
the management company for the Company's properties.


Item     11.      Security Ownership of Certain Beneficial Owners and Management
                                                                Percent of
Name & Address of Beneficial Owner  Title of Class              Class Owned

Joanne M. Caldwell Bayles            Common Stock               16.7%
507 Trenton Street
West Monroe, LA 71291

Raymond and Jean Nelson               Common Stock               9.0%
1075 Katy Freeway, Suite 150
Houston, TX 77024

The Forsythe Group, Inc. (1)         Common Stock               55.4%
507 Trenton Street
West Monroe, LA 71291

The Arbor Group, L.L.C. (2)          Common Stock               18.8
507 Trenton Street
West Monroe, LA 71291

Minorty stockholders                 Common Stock                 .1%

Note 1:Joanne M. Caldwell-Bayles owns 100% of the capital stock of the Forsythe
       Group, Inc.
Note 2:Joanne M. Caldwell-Bayles owns 50%, Raymond and Jean Nelson own 40% and
       The Forsythe Group, Inc. owns 10% of the  capital stock of The Arbor
       Group, L.L.C.

       The executive officers and directors of the Company as a group
       are the  beneficial  owners of 100% of the common stock of the
       Company.

Item     12.  Certain Relationships and Related Transactions

              See Prospectus dated June 23, 1998, included herein by reference.

Part     IV.

Item     13.  Exhibits, Financial Statement schedules and Reports on Form 8-K

(a) Exhibits, Financial Statement Schedules

Exhibit -  "A", Financial Statement and Schedules

Exhibit -- "B",  Cover letter to be sent to the Common  Stockholders,  Preferred
Stockholders and Bondholder,  along with the 10-KSB for the year ending December
31, 1999.

(b)      Reports on Form 8-K

No reports on Form 8-K were filed during the last quarter of 1999


Pursuant to the requirements of Section 13 or 15 (d) 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,  in the  City of West
Monroe, State of Louisiana, on March 24, 2000.

                                          Senior Retirement Communities, Inc.

                                           /s/Joanne M. Caldwell-Bayles
                                             --------------------------
                                              By: Joanne M. Caldwell-Bayles
                                                 President, Finance and
                                                 Treasurer, Director

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 indicated on March 24, 2000.

Signature                                                     Title
/s/ Joanne M. Caldwell-Bayles
-----------------------------
Joanne M. Caldwell-Bayles                   Chairperson of the Board,
                                            Chief Executive Officer, President,
                                            Finance and Treasurer - Director
/s/ Raymond L. Nelson
-----------------------------
Raymond L. Nelson                           Vice-President, Director

Jean Gaffney Nelson
-----------------------------
Jean Gaffney Nelson                         Assistant Secretary, Director

/s/ Sherry Kenney
--------------------------
Sherry Kenney                               Vice President, Secretary
                                            Director of Operations
                                            Director
/s/ Charles H. Pritchard
--------------------------
Charles H. Pritchard                        Chief Financial Officer - Director

/s/ Suzette L. Brewster
__________________________                  Vice President, Facility - Design
Suzette L. Brewster                         Director

                       SENIOR RETIREMENT COMMUNITIES, INC.

                               FINANCIAL STATEMENT

                                DECEMBER 31, 1999

                       Senior Retirement Communities, Inc.

                               Financial Statement

                                December 31, 1999

                                Table of Contents

                                                                         Page

FINANCIAL STATEMENTS:
         Report                                                             1
         Balance Sheet                                                      2
         Statement of Income                                                4
         Statement of Retained Earnings                                     6
         Statement of Cash Flows                                            7
         Notes to Financial Statements                                      9






















                                WILLIAM R. HULSEY

                           CERTIFIED PUBLIC ACCOUNTANT

                              2117 FORSYTHE AVENUE

                                MONROE, LOUISIANA

MEMBER                                                  MAILING ADDRESS
AMERICAN INSTITUTE OF                                   P.O. BOX 2253
CERTIFIED PUBLIC  ACCOUNTANTS                           MONROE, LOUISIANA 71207
                                                        (318) 362-9900
                                                        FAX (318) 362-9993


Senior Retirement Communities, Inc.
507 Trenton Street
West Monroe, Louisiana

I have audited the accompanying balance sheets of Senior Retirement Communities,
Inc. as of December  31,  1999 and 1998 and the  related  statements  of income,
retained  earnings  and cash flows for the years  then  ended.  These  financial
statements are the responsibility of the Company's management. My responsibility
is to express an opinion on these financial statements based on my audit.

I conducted my audit in accordance with generally  accepted auditing  standards.
Those standards  require that I plan and perform the audit to obtain  reasonable
assurance   about  whether  the  financial   statements  are  free  of  material
misstatement.  An audit includes examining on a test basis,  evidence supporting
the amounts and disclosures in the financial statements.  An audit also includes
assessing the  accounting  principles  used and  significant  estimates  made by
management,  as well as evaluating the overall financial statement presentation.
I believe that my audit provides a reasonable basis for my opinion.

In my opinion,  the financial statements referred to above present fairly in all
material respects, the financial position of Senior Retirement Communities, Inc.
at December  31, 1999 and 1998 and the  results of its  operations  and its cash
flows for the years then ended in conformity with generally accepted  accounting
principles.

March 24, 2000

/s/ Wm R. Hulsey

William R. Hulsey
Certified Public Accountant

                       Senior Retirement Communities, Inc.

                                                                             -2-

                                  Balance Sheet

                                December 31, 1999

                                                   December 31

                                    1999                             1998
                                 ------------------------------------------

ASSETS

Current assets:
   Cash                    $          1,589                   $       12,087
   Escrow cash                      618,260                        1,324,496
   Sinking fund cash                  3,797                                0
   Prepaid Insurance                      0                            4,125
                                -----------                    -------------
   Total current assets             623,646                        1,340,708
                                -----------                    -------------

Property, plant and equipment
   Buildings                      8,088,299                        7,039,233
   Furniture and fixtures           212,964                           75,102
   Land                           1,508,820                        1,508,820
                                -----------                      -----------
                                  9,810,083                        8,623,155
   Less:  Accumulated depreciation  207,214                            5,991
                                -----------                      -----------
   Net property and equipment     9,602,869                        8,617,164
                                -----------                       -----------


                                $10,226,515                       $9,957,872
                                ===========                       ==========














See accompanying notes.
                         Senior Retirement Communities, Inc.                -3-

                                 Balance Sheets

                                December 31, 1999

                                               December 31

                                  1999                             1998
                               ----------                        ----------


LIABILITIES AND
   STOCKHOLDERS' EQUITY

Current liabilities:
   Accounts payable and
     accrued expenses           $     47,269           $           3,375
   Notes Payable                           0                   1,002,535
   Current Maturities of Bonds       555,000                           0
                                ------------            ----------------
                                     602,269                   1,005,910
                                ------------            ----------------
Long-term debt:
   Bonds payable                   8,100,550                   6,913,833
                                ------------            ----------------

Other liabilities:
   Due to stockholders
     and affiliates                  872,075                    424,217
                               -------------            ---------------

Stockholders' Equity

  Common stock, No par value,
    90,000,000 shares authorized,
    16,588,200 shares issued
    and outstanding               1,658,820                 1,248,820
  Preferred stock, $ 1 par value,
    20,000,000 shares authorized,
    425,000 shares issued
    and outstanding                 425,000                    425,000
  Retained earnings (deficit)    (1,432,199)                   (59,908)
                                ------------              ------------
  Total stockholders' equity        651,621                  1,613,912
                                 -----------              ------------

                              $  10,226,515             $    9,957,872
                              =============             ==============











See accompanying notes.

                        Senior Retirement Communities, Inc.                 -4-

                              Statements of Income

                         For the years ended December 31

                                     1999                       1998
                                     ----                       ----



Revenues                          $ 714,729                    $  16,081
                                  ---------                    ---------


Expenses

Accounting                          50,822                         10,950
Activities                           3,776                              0
Advertising                         44,517                         12,355
Automobile                           4,024                          1,993
Bank Charges                           617                            192
Cable Expense                           46                              0
Carpet Cleaning                        856                              0
Casual labor                         1,376                            174
Construction                         3,000                              0
Consulting                          26,600                              0
Decorations                          2,268                              0
Depreciation                       201,223                          5,991
Dues & subscripts.                   1,733                          1,523
Employee Education                   3,192                          3,063
Employee Screening                   7,531                              0
Employee training                    1,265                              0
Equipment rental                     6,936                              0
Food Costs                          71,238                          3,932
Gloves                                 815                              0
Housekeeping                         5,027                          4,407
Insurance                           38,398                          8,937
Interest                           830,095                         29,675
Kitchen supplies                     1,142                              0
Laundry                              1,064                              0
Lawn Care                           11,485                              0
Licenses & permits                   2,889                            245
Light Bulbs                            112                              0
Linens                                  90                              0
Management Fees                     55,781                              0
Miscellaneous                       (2,797)                         8,275
Office                                 475                          3,260
Office Supplies                      5,847                              0
Paper Goods                          1,901                              0
Payroll Expenses                   504,574                         45,330
Pest Control                         3,017                              0
Pet Supplies                           694                              0
Postage & Delivery                   3,386                            756
Printing                            14,166                          4,451
Professional fees                    6,808                              0
Promotion                            8,378                              0
Rental Bonus                         4,300                              0
Repairs                             10,868                              0
Resident Gifts                         494                              0
Taxes                                1,537                          2,858
Telephone                           14,486                          1,180
Training & Education                 1,977                              0
Travel & Entertain                   8,962                          1,520
Uniforms                             2,160                              0
Utilities                           89,118                          1,840
Van Expense                         12,674                              0
Waste Removal                        2,975                              0
Wellness                               352                              0
                           ---------------                  -------------
Total Expenses                   2,074,270                        152,907
                           ---------------                  -------------

Net Income  (Loss)
Operations                     (1,359,541)                      (136,826)


Gain on Sale of Real Estate             0                         86,059
                           --------------                   ------------

Net Income (Loss)          $  (1,359,541)                   $  (  50,767)
                           =============                    ============


Earnings (Loss) Per Share  $       (.08)                    $      (.01)




















See accompanying notes

                      Senior Retirement Communities,  Inc.
-6-

                   Statement of Retained Earnings ( Deficit )

                         For the Years Ended December 31


Beginning retained earnings      $(     59,908)           $(      641)

Net income (loss)                 (  1,359,541)            (   50,767)

Preferred dividends paid          (     12,750)            (    8,500)
                               ---------------            ------------

Ending retained earnings
(deficit)                        $( 1,432,199)            $(   59,908)
                                 ============            ============





























See accompanying notes.


                       Senior Retirement Communities, Inc.
-7-

                             Statement of Cash Flows

                         For the years ended December 31

                                           1999                   1998
                                          --------              --------
Cash flows from operating activities:
   Revenues received                   $   714,729            $    16,081
   Cash paid to suppliers & employees   (1,825,028)              (117,435)
                                       -----------            -----------
Net cash provided (used) by operations (1,110,299)               (101,354)
                                       ----------             -----------

Cash flows from investing activities
       Purchase of equipment          (   137,862)                      0
       Payments towards construction  ( 1,049,066)             (5,939,333)
       Purchase of land                         0              (  991,500)
       Payments of deposits                     0                   2,000
       Payment of deferred charges              0              (  573,968)
       Sale of Land                             0                 203,739
                                      -----------              ----------
   Net cash provided by (applied to)
      Investing activities            ( 1,186,928)             (7,299,062)
                                      -----------              ----------

Cash flows from financing activities
       Interim construction loans     ( 1,002,535)                552,535
       Issuance of bonds                2,171,053               7,123,000
       Payment of bonds               (   429,336)                      0
       Payment of Preferred dividends (    12,750)             (    8,500)
       Loans from stockholders
         and affiliates                   447,858                 366,017
       Issuance of stock                  410,000                 725,000
                                      -----------              ----------
Net cash provided by (applied to)
       financing activities             1,584,290               8,758,052
                                      -----------              ----------

Net increase (decrease) in cash      (   712,937)               1,357,636


Cash at the beginning of the period    1,336,583               (   21,053)
                                      ----------               ----------

Cash at the end of the period         $  623,646              $ 1,336,583
                                      ----------               ----------











See accompanying notes

                       Senior Retirement Communities, Inc.
-8-

                             Statement of Cash Flows

                         For the Years Ended December 31

                                               1999              1998
                                              --------         --------
Reconciliation of net income to net
cash provided by operations:

Net income (loss) from operations        $ (1,359,541)      $ (  136,826)

Adjustments to reconcile net income
   to cash provided by operations
   Depreciation                               201,223              5,991
   Decrease (increase) in prepaid expenses      4,125                  0
   Increase in accrued expenses                43,894       $     29,481
                                          -----------       ------------


 Net cash provided (used) by Operations  $( 1,110,299)      $  ( 101,354)
                                         ------------       ------------

























See accompanying notes.



                                                                            -9-

                       Senior Retirement Communities, Inc.

                          Notes to Financial Statements

Note 1 - Summary of Significant Accounting Policies

         Nature of Business

         The Company is a Louisiana corporation  established to develop assisted
         living  Centers  and  dementia  facilities  for the housing and care of
         senior citizens in Ruston, Bossier City and Shreveport, Louisiana.

         Basis of Accounting

         The Company  uses the accrual  basis of  accounting  and will utilize a
         calendar Year for all reporting purposes.

         Income Taxes

         The  company  is  treated  as a  corporation  for  federal  income  tax
purposes.

         Property, Buildings, Equipment, and Depreciation

         Buildings and equipment are stated at cost and are to be depreciated by
         the  straight-  line  method  over  their  estimated   economic  lives.
         Buildings include  capitalized  construction period interest which will
         be treated as a component cost of the building and depreciated over the
         same economic life as the building.

         Estimates

         The  preparation of financial  statements in conformity  with generally
         accepted  accounting  principles  requires management to make estimates
         and assumptions  that affects certain reported amounts and disclosures.
         Accordingly, actual results could differ from those estimates.

         Advertising

         The Company  follows the policy of charging the costs of advertising to
         expense as incurred.

                       Senior Retirement Communities, Inc.                 -10-

                          Notes to Financial Statements

Note 1- Summary of Significant Accounting Policies- (continued)

         Deferred Charges

         Deferred  charges  represents the costs associated with obtaining long-
         term financing for the care facilities of the Company.  These costs are
         to be amortized over the life of the bonds using the effective interest
         rate method.

         Basis of Presentation

         The accompanying  unaudited financial  statements have been prepared in
         accordance with generally  accepted  accounting  principles for interim
         financial  information and with instructions to Form 10-QSB and Article
         10 of  Regulations  S-X.  Accordingly,  they do not  include all of the
         information  and footnotes  required by generally  accepted  accounting
         principles for complete financial statements.  In management's opinion,
         all adjustments (consisting of normal recurring adjustments) considered
         necessary for a fair  presentation of the unaudited  interim  financial
         statements  have been included.  Operating  results for interim periods
         reflected  are not  necessarily  indicative  of the results that may be
         expected for a full fiscal year. These financial  statements  should be
         read in  conjunction  with the financial  statements  and notes thereto
         included in the Company's Form 10-KSB.

         Certain reclassifications have been made to previously reported amounts
         to conform with the current presentation.

Note 2 - Related Party Transactions

         TheCompany  entered  into a  construction  contract  in the amount of $
            2,750,000  with one of the  shareholders  to  construct  the  Ruston
            facility.  The contract  called for the cash payments of $ 2,500,000
            during the  building of the  Facility  as  approved by the  contract
            engineer and the issuance of an additional  125,000 shares of common
            stock at the  completion  of the  project,  such stock  issuance  to
            represent the builder's profit in the project.  On May 16, 1999, the
            125,000 shares of Common Stock were issued pursuant to this contract
            and the Facility was accepted as completed.

                         Senior Retirement Communities, Inc.               -11-

                          Notes to Financial Statements

Note 2- Related Party Transactions - (continued)

         The Company  entered  into a  construction  contract in the amount of
         $1,225,000  with one of the  shareholders  to construct the Shreveport
         facility. The contract called for the cash payments during the building
         of the facility as approved by the contract engineer.  The facility was
         completed and opened in January 1999.

         TheCompany  entered  into a  construction  contract  in the  amount  of
            $2,200,000  with one of the  shareholders  to construct  the Bossier
            City facility.  The contract called for the cash payments during the
            building of the facility as approved by the contract  engineer.  The
            facility was completed in March of 1999.

         Due to  stockholders  and  affiliates  consist of amounts  advanced  by
         stockholders and other related  entities.  This amount accrues interest
         at the current market rate.

         During 1999, the Company incurred $ 919,400 of interest
            expense,  of which $ 89,305 has been treated as construction  period
            interest  and  included  as part  of the  Building  construction  in
            progress on the balance  sheet.  The remainder of $ 830,095 has been
            charged to operations.

Note 3 - Preferred Stock

         ThePreferred  Stock  issued  accrues  dividends  at the  rate  of  four
            percent  per year for each of the first two years,  then six percent
            per year for the next two years then at eight  percent  per year for
            the  final  two  years.  The  Preferred  Stock  is  callable  at the
            Company's option and shall be redeemed at the end of the sixth year,
            if still outstanding.  The preferred  shareholders have an option to
            purchase  common  stock at a  twenty  percent  discount  at any time
            within  eight  years of the  Preferred  stock  issue  dates,  if the
            Company issues additional common stock through a public offering.

Note 4 - Development Stage Operations

         The Company has completed construction of the Ruston,  Shreveport,  and
Bossier  City  facilities.  Ruston was  completed  effective  December  1, 1998,
Shreveport was completed  January 22, 1999 and Bossier City was completed  March
10, 1999.

                        Senior Retirement Communities, Inc                 -12-

                          Notes to Financial Statements

Note 5 - Bonds Payable

         On June 23, 1998,  the  Company's  issue of $ 9,000,000 of bonds became
         effective.  These bonds are to become the  permanent  financing for the
         projects  reflected  in this  financial  statement.  As of December 31,
         1999, the bond sales are complete.  As of December 31, 1999, the status
         of these bonds is as follows:

                                          Amount               Amount

                 Location               Authorized             Issued

                 Ruston                $ 3,685,000           $ 3,677,000
                 Bossier City            3,470,000             3,470,000
                 Shreveport              1,845,000             1,845,000
                                       -----------           -----------

                 Totals                $ 9,000,000           $ 8,992,000
                                       -----------           -----------


These bonds have varying interest rates from 7.5 percent per annum to 11 percent
per annum. The maturity of these bonds is from one to twenty years.

         Bonds  payable on the balance sheet  reflects the accrued  interest due
         and is reflected net after the deferred charges incurred is issuing and
         selling the bonds.

Note 6 - Other Matters

         The Company issued 160,000 shares of its common stock under  Regulation
         D, Rule 506 (a) in order to provide funds to be used for the day-to-day
         operations of the Company, to payback certain loans to the Company from
         affiliates of the Company,  to pay  accounting,  audit and legal costs,
         provide working capital or other purposes of the Company.

                       Senior Retirement Communities, Inc.

                               507 Trenton Street

                          West Monroe, Louisiana 71291

318 323-2115                                                   0fax 318 323-6281


March 24, 2000

To our Stockholders and Bondholders

Our top priority in fiscal 1999 was to complete  construction  on three assisted
living centers in Ruston, Bossier City and Shreveport, Louisiana. I am please to
report that all three facilities were completed by March 10, 1999. The challenge
of operating  these  facilities  in a successful  manner is now our future.  The
Company and I accept this challenge.

Management  is providing you the entire 10-KSB  (including  exhibits),  as filed
with Securities and Exchange Commission for your review. After careful review of
the 10-KSB, you may call or write if you have any questions.

Thank you for your trust and faith in us.

Sincerely,

/s/Joanne M. Caldwell-Bayles

Joanne M. Caldwell-Bayles
President



                               SUMMATION OF 10KSB

         THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
FINANCIAL  STATEMENT OF SENIOR RETIREMENT  COMMUNITIES,  INC. AUDITED FINANICIAL
STATEMENT  DATED DECEMBER 31, 1999 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE
TO SUCH FINANCIAL STATEMENTS.

ASSETS

                                     DECEMBER 31,                  DECEMBER 31,
                                     1999                          1998

TOTAL CURRENT ASSETS                $    623,646                 $  1,340,708
AND , PROPERTY, PLANT,
     EQUIPMENT                         9,602,869                    8,617,164

TOTAL ASSETS                        $ 10,226,515                 $  9,957,872


LIABILITY & STOCKHOLDERS EQUITY

CURRENT LIABILITIES                 $    602,269                 $  1,005,910

OTHER LIABILITIES                      8,972,625                    7,338,050

STOCKHOLDERS EQUITY                      651,621                    1,613,912

TOTAL LIABILITIES &
STOCKHOLDERS EQUITY                 $ 10,226,515                   $ 9,957,872


         INFORMATION  SET FORTH IN THIS  SCHEDULE  DOES NOT  CONTAIN  ALL OF THE
INFORMATION  NECESSARY  AND  SHOULD  BE READ IN  CONJUNCTION  WITH THE  COMPLETE
AUDITED FINANCIAL STATEMENT DATED DECEMBER 31, 1999 INCLUDING FOOTNOTES.