<PAGE>   1
                     U.S. SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 10-KSB
                                (Amendment No. 1)

(Mark One)

[X]     Annual Report Under Section 13 or 15(d) of the Securities Exchange Act
        of 1934

For the fiscal year ended December 31, 2000.

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 000-28661

                             AuGRID OF NEVADA, INC.
             (Exact name of registrant as specified in its charter)

           Nevada                                        88-0219656
(State or other jurisdiction of             (I.R.S. Employer Identification No.)
incorporation or organization)


     The Park Building, 140 Public Square, Suite 200, Cleveland, Ohio 44114
               (Address of Principal Executive Offices; Zip Code)

                                 (216) 344-9800
                (Issuer's Telephone Number, including Area Code)

Securities registered under Section 12(b) of the Exchange Act: None

Securities registered under Section 12(g) of the Exchange Act: Common Stock

Check whether the issuer: (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act during the preceding 12 months (or for such
shorter period that the registrant was required to file such reports), and (2)
has been subject to such filing requirements for the past 90 days.

Yes [X]                    No [ ]




<PAGE>   2



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:

The approximate aggregate market value of the Common Stock held by
non-affiliates of the registrant, based upon the closing price of the Common
Stock reported on OTCBB was $2.494,468 as of June 20, 2001.

                       APPLICABLE ONLY TO ISSUERS INVOLVED
                      IN BANKRUPTCY PROCEEDINGS DURING THE
                              PRECEDING FIVE YEARS:

Check whether the registrant has filed all documents and reports required to be
filed by Sections 12, 13 or 15(d) of the Exchange Act after the distribution of
securities under a plan confirmed by a court.

Yes [ ]           No [ ]

                      APPLICABLE ONLY TO CORPORATE ISSUERS:

State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date: 61,862,741 shares of common stock at
June 20, 2001

Transitional Small Business Disclosure Format (check one):

Yes [ ]           No [X]

                       DOCUMENTS INCORPORATED BY REFERENCE

Sections of the registrant's definitive Proxy Statement for the registrant's
Annual Meeting of Stockholders, which will be filed with the Securities and
Exchange Commission, are incorporated by reference into Part III of this Report
to the extent stated herein.

                                 AMENDMENT NO. 1

This Amendment No. 1 to the Annual Report on Form 10-KSB for the fiscal year
ended December 31, 2000 is being filed to amend Part II, Item 7, to include an
Independent Auditor's Report with respect to the audited financial statements
included in the Form 10-KSB as previously filed and to revise the Table of
Contents to the Financial Statements to include the Independent Auditor's
Consent. The earlier filing inadvertently included an Accountant's Review
Report, rather than the required Independent Auditor's Report. This report also
amends Part III, Item 13, to include as an exhibit the required consent of the
independent auditing firm to inclusion of its report in the filing.







<PAGE>   3



                                     PART II

ITEM 7 FINANCIAL STATEMENTS

                             AuGRID OF NEVADA, INC.

                          AUDITED FINANCIAL STATEMENTS
                          ----------------------------

                             AS OF DECEMBER 31, 2000
                             -----------------------


                             AuGRID OF NEVADA, INC.


                              Financial Statements
                              --------------------


                                TABLE OF CONTENTS


                                                                        PAGE NO.

Auditor's Report                                                            1

Balance Sheet as of December 31, 2000                                     2 - 3

Statement of Income for the year ended December 31, 2000                    4

Statement of Retained Earnings as of December 31, 2000                      5

Statement of Cash Flows for the year ended December 31, 2000                6

Notes to the Financial Statements -
         as of December 31, 2000                                         7 - 10













<PAGE>   4




                            HENRY L. CREEL CO., INC.
                           Certified Public Accountant
                                  (216)491-0800
                                FAX (216)491-0803


To Shareholders and Board of Directors
AuGRID OF NEVADA, INC.

                          Independent Auditor's Report
                          ----------------------------


I have audited the accompanying balance sheet of AuGRID OF NEVADA, INC. (A
Nevada Development Stage Corporation) as of December 31, 2000, and the related
statement of income, retained earnings and cash flows for the year then ended.
These financial statements are the responsibility of 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 presentation of the financial
statements. I believe that my audit provides a reasonable basis for my opinion.

As discussed in note 6, the Company is currently involved in litigation. The
ultimate outcome of the litigation cannot presently be determined and no
provision for any liability that may result has been made in the accompanying
financial statement.

In my opinion, with the exception matter described in the preceding paragraph,
the financial statements referred to above present fairly, in all material
respects, the financial position of AuGRID OF NEVADA, INC. (A Nevada Development
Stage Corporation) as of December 31, 2000, and the results of its operations
and its cash flows for the year then ended, in conformity with generally
accepted accounting principles.


/s/ Henry L. Creel Co. Inc.

June 21, 2001




                    3587 LEE ROAD SHAKER HEIGHTS, OHIO 44120


<PAGE>   5



                             AuGRID OF NEVADA, INC.
                                  Balance Sheet
                                  -------------
                             As of December 31, 2000
                             -----------------------



                                     ASSETS
                                     ------

CURRENT ASSETS
--------------

    Cash                                                    $              922
                                                            ------------------

         Total Current Assets                                              922

PROPERTY AND EQUIPMENT (NOTE 1)
-------------------------------


    Machinery And Equipment                                             68,080
    Furniture And Fixtures                                               7,686
    Office Equipment                                                    14,176
                                                            ------------------

         Total Property At Cost                                         89,942

    Less:  Accumulated Depreciation
                and Amortization                                        (9,418)
                                                            ------------------

    Net Property and Equipment                                          80,524
                                                            ------------------


OTHER ASSETS
------------

    Deposits Building Construction                                      21,341
    Deferred Charges (Note 5)                                        1,687,907
                                                            ------------------

         Total Other Assets                                          1,709,248
                                                            ------------------

TOTAL ASSETS                                                $        1,790,694
                                                            ==================





         The accompanying notes are an integral part of this statement.


<PAGE>   6



                             AuGRID OF NEVADA, INC.
                                  Balance Sheet
                                  -------------
                             As of December 31, 2000
                             -----------------------



<TABLE>
<CAPTION>

                      LIABILITIES AND STOCKHOLDERS' EQUITY
                      ------------------------------------

CURRENT LIABILITIES
-------------------

<S>                                                                      <C>
    Account Payable - Trade                                              $           62,336
    Short-term Notes Payable (Note 7)                                               299,700
                                                                         ------------------

         Total Current Liabilities                                                  362,036

LONG-TERM DEBT
------------------


                                                                         ------------------
         Total Long-Term Debt                                                           -0-
                                                                         ------------------

    Total Liabilities                                                               362,036

STOCKHOLDERS' EQUITY
--------------------

    Capital Stock

       Preferred Stock $ 0.001 par value 10,000,000 shares
       authorized and 317,500 shares issued and outstanding                         127,000
       Common stock- with $0.001 par value 90,000,000 shares
       authorized; 58,268,469 shares issued and outstanding,
       and stated at:                                                             3,585,225

    Retained Earnings (Deficit)                                                  (2,283,567)
                                                                         ------------------

         Total Stockholders' Equity                                               1,428,658
                                                                         ------------------

TOTAL LIABILITIES AND
    STOCKHOLDERS' EQUITY                                                 $        1,790,694
                                                                         ==================
</TABLE>



         The accompanying notes are an integral part of this statement.



<PAGE>   7



                             AuGRID OF NEVADA, INC.
                               STATEMENT OF INCOME
                      FOR THE YEAR ENDED DECEMBER 31, 2000


    Net Sales (Note 1)                                         $           -0-
    Interest Income                                                        524
                                                               ---------------

       Total Revenue                                                       524
                                                               ---------------

General and Administrative Expenses

    Consultants                                                        162,884
    Secretarial Services                                                39,542
    Public Relations                                                   131,953
    Auto Expense                                                        49,205
    Insurance                                                            2,888
    Rent                                                                19,655
    Repairs & Maintenance                                                5,537
    Lease Equipment                                                      7,609
    Furniture Lease                                                      9,866
    Travel and Lodging                                                 104,260
    Legal Fees                                                          91,855
    Accounting Fees                                                     18,301
    Professional Fees                                                   24,564
    Miscellaneous Expenses                                              44,684
    Computer Expense                                                    39,664
    Office Supplies                                                      8,426
    Office Expense                                                      20,496
    Postage and Delivery                                                 7,214
    Telephone                                                           45,716
                                                               ---------------

       Total General and Administrative Expenses                       834,319
                                                               ---------------

Income (Loss) Before Depreciation                                     (833,795)

Depreciation                                                               -0-
                                                               ---------------

Income (Loss) Before Income Taxes                                     (833,795)

Provision for Income Taxes (Note 2)                                        -0-
                                                               ---------------

       Net Income (Loss)                                       $      (833,795)
                                                               ===============


         The accompanying notes are an integral part of this statement.



<PAGE>   8




                             AuGRID OF NEVADA, INC.
                         Statement of Retained Earnings
                         ------------------------------
                             As of December 31, 2000
                             -----------------------




Balance, at Beginning of Year (Deficit)                    ($ 1,449,772)

Add: Net Income (Loss) for the Year                            (833,795)
                                                           ------------

Balance, at End of Year (Deficit)                          ($ 2,283,567)
                                                           ============
































         The accompanying notes are an integral part of this statement.



<PAGE>   9





                           AuGRID OF NEVADA, INC.
                           Statement of Cash Flows
                           -----------------------
                           As of December 31, 2000
                           -----------------------

<TABLE>
<CAPTION>

<S>                                                                                     <C>
OPERATING ACTIVITIES

      Net Income (Loss)                                                                 $      (833,795)

  Adjustments to reconcile Net Income to
  Net Cash provided by Operating Activities:

      Depreciation and Amortization                                                                 -0-

Changes in Operating Assets and Liabilities Net:

        Increase in Accounts Payable-Trade                                                       54,426
                                                                                        ---------------

             Net Cash (Used) by Operating Activities                                           (779,369)

INVESTING ACTIVITIES

      Purchase of Equipment                                                                      (4,955)
      Increase in Deposits Building Construction                                                (21,341)
      Increase in Deferred Charges                                                             (987,906)
                                                                                        ---------------

             Net Cash Used in Investing Activities                                           (1,014,202)

FINANCING ACTIVITIES

      Proceeds from Common Stock Issuance                                                     1,404,214
      Proceeds from Short-term Notes Payable                                                    299,700
                                                                                        ---------------

             Net Cash Provided by Financing Activities                                        1,703,914
                                                                                        ---------------

Decrease in Cash and Cash Equivalents                                                           (89,657)

Cash and Cash Equivalents at Beginning of Year                                                   90,579
                                                                                        ---------------

Cash and Cash Equivalents at End of Year                                                $           922
                                                                                        ===============

</TABLE>


         The accompanying notes are an integral part of this statement.


<PAGE>   10




                             AuGRID OF NEVADA, INC.

                          Notes to Financial Statements
                          -----------------------------
                             As of December 31, 2000
                             -----------------------

NOTE 1            SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
                  ------------------------------------------

                  AuGRID OF NEVADA, INC., (a Nevada Development Stage
                  Corporation) formed under the laws of the State of Nevada, is
                  a technology development firm specializing in Thin Cathode Ray
                  Tube (TCRT) technology. The company currently has no
                  operations and , in accordance with SFAS #7 is considered a
                  development corporation.

                  A.  Method of Accounting
                      --------------------

                  The financial records of the company are maintained on the
                  accrual basis of accounting.

                  B.  Property and Equipment
                      ----------------------

                  All property and equipment is stated at cost. The Company
                  provides for depreciation, using the straight line method,
                  over the estimated useful lives of the respective assets, as
                  follows:
                                                                         Years
                  Machinery and Equipment            $   68,080            7
                  Furniture and Fixtures                  2,731            7
                  Office Equipment                       14,176            5
                                                     ----------
                  Total Property & Equipment         $   84,987
                                                     ==========

                  Major renewals and improvements of property and equipment are
                  capitalized, while replacements, maintenance and repairs which
                  do not improve or extend the lives of the assets are charged
                  against current operations.

                  When property and equipment is disposed of, any gain or loss
                  is included in current operations.

                  C.  Going Concern
                      -------------

                  The company's financial statements are prepared using the
                  generally accepted accounting principles applicable to a going
                  concern, which contemplates the realization of assets and
                  liquidation of liabilities in the normal course of business.
                  However, the Company has no current source of revenue. Without
                  realization of additional capital, it would be unlikely for
                  the Company to continue as a going concern. It is management's
                  plan to begin producing sales in late 2001 or early 2002.


<PAGE>   11




                             AuGRID OF NEVADA, INC.

                          Notes to Financial Statements
                          -----------------------------
                             As of December 31, 2000
                             -----------------------

NOTE 2            INCOME TAXES

                  The Company is a C Corporation for Federal Income Tax
                  purposes. There is no provision for Federal Income tax because
                  of an unexpired net operating loss carry forward.

NOTE 3            CAPITALIZATION

                  On March 1, 1998, AuGRID Corporation's current controlling
                  shareholders purchased controlling interest in Ironwood
                  Ventures via the purchase of approximately 4,616,111 shares of
                  Common Stock of Ironwood Ventures' in private transactions;
                  this represented approximately 62.2 percent (62.2%) of
                  Ironwood Ventures' issued and outstanding Common Stock.

                  On March 2, 1998, Ironwood Ventures' executed a forward stock
                  split of its stock, 6.06571228 to 1. In addition, Ironwood
                  Ventures' increased its authorized shares to 90,000,000 common
                  shares, par value $0.001, 10,000,000 preferred shares, par
                  value $0.001, and changed its name to AuGRID of Nevada, Inc.

                  On March 12, 1998, Ironwood Ventures' - now called AuGRID of
                  Nevada, Inc. - executed an asset purchase agreement purchasing
                  substantially all of the assets of AuGRID Corporation, a
                  Delaware corporation hereinafter referred to as "AuGRID of
                  Delaware", a company under common control by the control
                  shareholders of the Ironwood Ventures', for 1,000,000 newly
                  issued shares of the Ironwood Ventures'. This was not a third
                  party, arms length transaction, and due to the development
                  stage and specialized nature of the assets\technology that
                  Ironwood Ventures' purchased, the Company's management is
                  unable to determine how this transaction would compare to a
                  similar arms length transaction. The shares of common stock
                  were spun off to AuGRID of Delaware shareholders on a pro-rate
                  basis on March 13, 1998.





<PAGE>   12



                             AuGRID OF NEVADA, INC.

                          Notes to Financial Statements
                          -----------------------------
                             As of December 31, 2000
                             -----------------------


NOTE 4            CONVERTIBLE SUBORDINATED PROMISSORY NOTE

                  Pursuant to the convertible subordinated promissory note and
                  convertible debenture/note purchase agreement, the company
                  shall incur a future obligation to pay interest at the rate of
                  three percent (3%) per annum ( the "Initial Interest Rate") on
                  the principal of notes outstanding during the period beginning
                  on the date of the receipt of the proceeds and ending on the
                  date that the principal amount of notes becomes due and
                  payable. Interest shall accrue until the date of conversion
                  and shall be payable in full on the conversion date.

                  The Voluntary Conversion by holder of notes has the right, at
                  the holders option, at any time prior to payment in full of
                  the principal balance of notes, to convert notes, in whole or
                  in part, into fully paid and nonassessable share of common
                  stock of the company. The number of shares of common stock
                  into which notes may be converted ("Conversion Shares") shall
                  be determined by dividing the aggregate principal amount
                  together with all accrued interest to the date of conversion
                  by the conversion price in effect at the time of such
                  conversion. The initial conversion price should be equal to
                  FIFTY CENTS ($0.50). The Automatic Conversion means that the
                  entire principal amount of notes shall be automatically
                  converted into shares of common stock at the conversion price
                  at the time in effect immediately after the company is fully
                  reporting with the Securities and Exchange Commission and
                  listed and traded on OTCBB or such other national market or
                  exchange.

                  The agreement with the company, the entire interest, was
                  automatically converted to shares of the Company's Common
                  Stock on October 17, 2000.

NOTE 5            DEFERRED CHARGES

                  Deferred charges consists of organizational cost in connection
                  with starting the corporation and cost of stock offering. Also
                  included in the deferred charges are research and development
                  costs of the development stage company. No amortization will
                  be charged until the company start operations.









<PAGE>   13




                             AuGRID OF NEVADA, INC.

                          Notes to Financial Statements
                          -----------------------------
                             As of December 31, 2000
                             -----------------------


NOTE 6            LITIGATION AND CONTINGENT LIABILITIES

                  There is a legal action pending against the AuGRID of Nevada,
                  Inc., involving a claim, a Company have regarding a contract
                  dispute, and also individual with a dispute regarding a
                  financial advisory agreement with AuGRID of Nevada, Inc. The
                  action is being handled by the counsel of AuGRID of Nevada,
                  Inc due to the nature of the action and the inherent
                  uncertainty regarding the outcome of any litigation, the
                  company at this time is unable to determine whether any
                  material loss will result for this litigation.














<PAGE>   14



                                    PART III

ITEM 13           EXHIBITS, LIST AND REPORTS ON FORM 8-K

         (a)      Exhibits (Reference Numbers are to Item 601 of Regulation S-B)

                        2        Plan of Acquisition

                                Asset Purchase Agreement between the Company and
                                AuGRID Corporation, a Delaware corporation,
                                dated March 12, 1998 (the "Asset Purchase
                                Agreement") and incorporated by reference to
                                Exhibit 2 to the Company's Form 10-SB, filed
                                with the Commission on December 27, 1999.

                        3       Articles of Incorporation & By-Laws

                                (i)     Articles of Incorporation of the Company
                                        filed with the Nevada Secretary of State
                                        on August 4, 1995, incorporated by
                                        reference to Exhibit 3(i) to the
                                        Company's Form 10-QSB, filed with the
                                        Commission on June 13, 2001

                                (ii)    Certificate of Amendment of Articles of
                                        Incorporation of the Company filed with
                                        the Nevada Secretary of State on March
                                        18, 1998, incorporated by reference to
                                        Exhibit 3(i) to the Company's Form
                                        10-QSB, filed with the Commission on
                                        June 13, 2001

                                (iii)   By-Laws of the Company adopted August 4,
                                        1995, incorporated by reference to
                                        Exhibit 3 to the Company's Form 10-SB,
                                        filed with the Commission on December
                                        27, 1999.

                        23      Consent of Independent Auditors

         (b)      Reports on Form 8-K

                        None






<PAGE>   15



                                   SIGNATURES

In accordance with Section 13 or 15(d) of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.

                      AuGRID of Nevada, Inc.


                      By:/s/ Muhammad J. Shaheed
                         ---------------------------------------------------
                 Muhammad J. Shaheed, President, Chief Executive Officer and
                 Chairman
                              Date:  June 21, 2001

In accordance with the Exchange Act, this report has been signed below by the
following persons on behalf of the registrant and in the capacities and on the
dates indicated.

                      By: /s/ Muhammad J. Shaheed
                          ------------------------------------------------------
                              Muhammad J. Shaheed, President, Chief Executive
                              Officer and Chairman (principal executive officer)
                              Date:  June 21, 2001

                      By: /s/ Mary F. Sloat-Horoszko
                          ------------------------------------------------------
                              Mary F. Sloat-Horoszko, Secretary, Treasurer and
                              Director (principal financial officer and
                              principal accounting officer)
                              Date:  June 21, 2001

                      By: /s/ Myron Finkelstein
                          ------------------------------------------------------
                              Myron Finkelstein, Director
                              Date:  June 21, 2001

                      By: /s/ Earle Higgins
                          ------------------------------------------------------
                              Earle Higgins, Director
                              Date:  June 21, 2001

                      By: /s/Michael Makki
                          ------------------------------------------------------
                              Michael Makki, Director
                              Date:  June 21, 2001

                      By: /s/ Essa Mashni
                          ------------------------------------------------------
                              Essa Mashni, Director
                              Date:  June 21, 2001