AMERICA SERVICE GROUP, INC.
____________________________________________
(Name of Issuer)

Common Stock, par value $.01 per share
____________________________________________
(Title of Class of Securities)

02364L109
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(CUSIP NUMBER)

Timothy G. Ewing
Value Partners, Ltd.
c/o Ewing & Partners
Suite 808
4514 Cole Avenue
Dallas, Texas 75205
Tel. No.: (214) 522-2100
____________________________________________
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

May 1, 2000
____________________________________________
(Date of event which requires filing of this statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box [   ]

          This Amendment No. 11 to Schedule 13D is being filed on behalf of Value Partners, Ltd., a Texas limited partnership ("Value Partners"), Ewing & Partners, a Texas general partnership ("Ewing & Partners"), and Timothy G. Ewing ("Ewing"), the managing general partner of Ewing & Partners, as an amendment to the Statement on Schedule 13D, relating to shares of common stock, par value $.01 per share ("Common Stock"), of America Service Group, Inc. (the "Issuer"), as filed with the Securities and Exchange Commission on November 24, 1993 and as amended from time to time since such date to the date hereof (the "Statement"). The Statement is hereby amended and supplemented as follows:

Item 3 is hereby amended and restated in its entirety to read as follows:

          On April 17, 2000, Value Partners disposed of 200,000 shares of Common Stock rather than 50,000 shares of Common Stock as reported in Amendment No. 10 to Schedule 13D filed on April 27, 2000. Consequently, between April 17 and May 1, 2000, Value Partners has disposed of 400,000 shares of Common Stock. The 125,575 shares of Common Stock beneficially owned by Value Partners were acquired in transactions effected in the over-the-counter market with the working capital of Value Partners, which shares represent 3.3% of the Common Stock outstanding as of March 20, 2000.

Item 4 is hereby amended and restated in its entirety to read as follows:

As of the date hereof, Value Partners has acquired the 125,575 shares of Common Stock beneficially owned by it solely for investment purposes. Depending on its evaluation of the Issuer, other investment opportunities, market conditions, and such other factors as it may deem material, Value Partners may seek to acquire additional shares of Common Stock in the open market, in private transactions, or otherwise, or may dispose of all or a portion of the shares of Common Stock beneficially owned by it.

          Except as set forth above, none of Value Partners, Ewing & Partners, EAM, or Ewing has any plans or proposals of the type referred to in clauses (a) through (j) of Item 4 of the instructions to Schedule 13D.

Item 5 of the Statement is hereby amended and restated in its entirety to read as follows:

           (a)          As of the date hereof, Value Partners beneficially owns 125,575 shares of Common Stock, which represents 3.3% of the Issuer's outstanding shares of Common Stock, which such percentage was calculated by dividing (i) 125,575 shares of Common Stock beneficially owned by Value Partners as of the date hereof, by (ii) 3,729,143 shares of Common Stock outstanding as of March 20, 2000 based upon the Issuer's Annual Report on Form 10-K405 filed with the Securities and Exchange Commission on March 30, 2000.

           (b)          Value Partners has the sole power to vote and dispose of the 125,575 shares of Common Stock beneficially owned by it. However, Ewing & Partners, as general partner of Value Partners, may direct the vote and disposition of the 125,575 shares of Common Stock owned by Value Partners. Similarly, Ewing, as managing general partner of Ewing & Partners, may direct the vote and disposition of the 125,575 shares of Common Stock owned by Value Partners.

           (c)          Since the most recent filing on Schedule 13D, but including transactions beginning April 17, 2000, which April 17, 2000 transaction was erroneously reported on Amendment No. 10 to Schedule 13D filed on April 27, 2000, Value Partners effected the following transactions in the Common Stock in the over-the-counter market:

*Price per share includes broker's commissions.

           (d)          Ewing and Ewing & Partners may be deemed to have the power to direct the receipt of dividends from, or the proceeds from the sale of, the Common Stock beneficially owned by Value Partners.

           (e)          Value Partners ceased to be a beneficial owner of greater than 5% of Issuer's securities on May 1, 2000.

          After reasonable inquiry and to the best of my knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.

Dated:          May 3, 2000