The
Providence Service Corporation
|
(Name
of Issuer)
|
Common
Stock, Par Value $0.001 Per Share
|
(Title
of Class of Securities)
|
743815102
|
(CUSIP
Number)
|
Eric
S. Gray
13401
Railway Drive
Oklahoma
City, Oklahoma 73114
(405)
752-8802
|
(Name,
Address and Telephone Number of Person Authorized to
Receive
Notices and Communications)
|
July
16, 2009
|
(Date
of Event which Requires Filing of this
Statement)
|
1.
|
Names
of Reporting Persons:
73114
Investments, L.L.C.
|
||
2.
|
Check
the Appropriate Box if a Member of a Group (See Instructions)
(a)
x
(b)
o
|
||
3.
|
SEC
Use Only
|
||
4.
|
Source
of Funds
WC
|
||
5.
|
Check
if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or
2(e) o
|
||
6.
|
Citizenship
or Place of Organization:
Oklahoma,
United States
|
||
Number
of Shares Beneficially Owned by Each Reporting Person With
|
7.
|
Sole
Voting Power
|
0
|
8.
|
Shared
Voting Power
|
1,210,216
|
|
9.
|
Sole
Dispositive Power
|
0
|
|
10.
|
Shared
Dispositive Power
|
1,210,216
|
|
11.
|
Aggregate
Amount Beneficially Owned by Each Reporting
Person:
1,210,216
|
||
12.
|
Check
if the Aggregate Amount in Row 11 Excludes Certain Shares (See
Instructions) o
|
||
13.
|
Percent
of Class Represented by Amount in Row 11:
9.4%
|
||
14.
|
Type
of Reporting Person (See Instructions):
OO
|
1.
|
Names
of Reporting Persons:
Avalon
Correctional Services, Inc.
|
||
2.
|
Check
the Appropriate Box if a Member of a Group (See Instructions)
(a)
x
(b)
o
|
||
3.
|
SEC
Use Only
|
||
4.
|
Source
of Funds
WC
|
||
5.
|
Check
if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or
2(e) o
|
||
6.
|
Citizenship
or Place of Organization:
Oklahoma,
United States
|
||
Number
of Shares Beneficially Owned by Each Reporting Person With
|
7.
|
Sole
Voting Power
|
0
|
8.
|
Shared
Voting Power
|
1,210,216
|
|
9.
|
Sole
Dispositive Power
|
0
|
|
10.
|
Shared
Dispositive Power
|
1,210,216
|
|
11.
|
Aggregate
Amount Beneficially Owned by Each Reporting
Person:
1,210,216
|
||
12.
|
Check
if the Aggregate Amount in Row 11 Excludes Certain Shares (See
Instructions) o
|
||
13.
|
Percent
of Class Represented by Amount in Row 11:
9.4%
|
||
14.
|
Type
of Reporting Person (See Instructions):
CO
|
1.
|
Names
of Reporting Persons:
Donald
E. and Tiffany Smith, Joint Tenants
|
||
2.
|
Check
the Appropriate Box if a Member of a Group (See Instructions)
(a)
x
(b)
o
|
||
3.
|
SEC
Use Only
|
||
4.
|
Source
of Funds
PF
|
||
5.
|
Check
if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or
2(e) o
|
||
6.
|
Citizenship
or Place of Organization:
United
States
|
||
Number
of Shares Beneficially Owned by Each Reporting Person With
|
7.
|
Sole
Voting Power
|
7,200
|
8.
|
Shared
Voting Power
|
1,210,216
|
|
9.
|
Sole
Dispositive Power
|
7,200
|
|
10.
|
Shared
Dispositive Power
|
1,210,216
|
|
11.
|
Aggregate
Amount Beneficially Owned by Each Reporting
Person:
1,217,416
|
||
12.
|
Check
if the Aggregate Amount in Row 11 Excludes Certain Shares (See
Instructions) o
|
||
13.
|
Percent
of Class Represented by Amount in Row 11:
9.5%
|
||
14.
|
Type
of Reporting Person (See Instructions):
IN
|
1.
|
Names
of Reporting Persons:
Michael
Bradley
|
||
2.
|
Check
the Appropriate Box if a Member of a Group (See Instructions)
(a)
x
(b)
o
|
||
3.
|
SEC
Use Only
|
||
4.
|
Source
of Funds
PF
|
||
5.
|
Check
if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or
2(e) o
|
||
6.
|
Citizenship
or Place of Organization:
United
States
|
||
Number
of Shares Beneficially Owned by Each Reporting Person With
|
7.
|
Sole
Voting Power
|
1,000
|
8.
|
Shared
Voting Power
|
1,210,216
|
|
9.
|
Sole
Dispositive Power
|
1,000
|
|
10.
|
Shared
Dispositive Power
|
1,210,216
|
|
11.
|
Aggregate
Amount Beneficially Owned by Each Reporting
Person:
1,211,216
|
||
12.
|
Check
if the Aggregate Amount in Row 11 Excludes Certain Shares (See
Instructions) o
|
||
13.
|
Percent
of Class Represented by Amount in Row 11:
9.4%
|
||
14.
|
Type
of Reporting Person (See Instructions):
IN
|
1.
|
Names
of Reporting Persons:
Eric
S. Gray
|
||
2.
|
Check
the Appropriate Box if a Member of a Group (See Instructions)
(a)
x
(b)
o
|
||
3.
|
SEC
Use Only
|
||
4.
|
Source
of Funds
PF
|
||
5.
|
Check
if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or
2(e) o
|
||
6.
|
Citizenship
or Place of Organization:
United
States
|
||
Number
of Shares Beneficially Owned by Each Reporting Person With
|
7.
|
Sole
Voting Power
|
1,000
|
8.
|
Shared
Voting Power
|
1,210,216
|
|
9.
|
Sole
Dispositive Power
|
1,000
|
|
10.
|
Shared
Dispositive Power
|
1,210,216
|
|
11.
|
Aggregate
Amount Beneficially Owned by Each Reporting
Person:
1,211,216
|
||
12.
|
Check
if the Aggregate Amount in Row 11 Excludes Certain Shares (See
Instructions) o
|
||
13.
|
Percent
of Class Represented by Amount in Row 11:
9.4%
|
||
14.
|
Type
of Reporting Person (See Instructions):
IN
|
Filing Party
|
Aggregate
Number of Shares
|
Number
of Shares: Sole Power to Vote
or Dispose
|
Number
of Shares: Shared Power to Vote
or Dispose
|
Approximate
Percentage*
|
||||||||||||
Donald
E. Smith and Tiffany Smith
|
1,217,416 | 7,200 | 1,210,216 | 9.5 | % | |||||||||||
Michael
Bradley
|
1,211,216 | 1,000 | 1,210,216 | 9.4 | % | |||||||||||
Eric
S. Gray
|
1,211,216 | 1,000 | 1,210,216 | 9.4 | % | |||||||||||
73114
Investments, L.L.C.
|
1,210,216 | 0 | 1,210,216 | 9.4 | % | |||||||||||
Avalon
Correctional Services, Inc.
|
1,210,216 | 0 | 1,210,216 | 9.4 | % |
Date: July 20, 2009 | /s/ Donald E. Smith | ||
Donald E. Smith, for himself and as attorney-in-fact | |||
for Tiffany Smith, Eric S. Gray and Michael Bradley | |||
73114 Investments, L.L.C. | |||
By: |
/s/ Donald E. Smith
|
||
Donald E. Smith, Chief Executive Officer | |||
Avalon Correctional Services, Inc. | |||
By: | /s/ Donald E. Smith | ||
Donald E. Smith, Chief Executive Officer |