<PAGE>

                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                  FORM 10-KSB/A

[X]   Annual Report Under Section 13 or 15(d) of the Securities Exchange Act
      of 1934
                    For the fiscal year ended April 30, 1998

                            Commission File #0-27832

                      PHOENIX WASTE SERVICES COMPANY, INC.
        ................................................................
       (Exact name of small business issuer as specified in its charter)

          Delaware                               22-3755400
-------------------------------           --------------------------
(State or other jurisdiction of                (I.R.S. Employer
incorporation or organization)                Identification No.)

60 Park Place, Suite 509, Newark, New Jersey                07102
---------------------------------------------           ---------------
(Address of Principal Executive Offices)                   (Zip Code)

Issuers's telephone number, including area code: (973) 297-5400

                            N/A
-------------------------------------------------------------
(Former address, if changed since last report)

Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter
period that 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
                                                              ---      ---

State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date.

1. Common Stock-67,374,844 shares outstanding as at January 31, 2001
Transitional Small Business Disclosure Format: Yes      No  X
                                                   ---     ---

The purpose of this amendment is to correct an erroneous statement discovered by
the Company on March 21, 2001 contained in a footnote to the financial
statements of this filing which stated that the agreement between Bedminster
Seacor Services Miami Corporation and the City of Miami had been assigned by
Bedminster to its parent company and the Company. In fact, no such assignment
has ever been made.

PLEASE ADDRESS ALL CORRESPONDENCE TO:  Mark Gasarch, Esq.
                                       40 West 57th St., 33rd fl
                                       New York, New York  10019
                                       212) 956-9595

<PAGE>

The Amendment set forth below is filed based upon information discovered by the
Company on March 21, 2001.

Notes to Condensed Consolidated Financial Statements

Note 20 ("COMMITMENTS AND CONTINGENCIES:"), Miami Contract Commitment, first
paragraph, presently reads as follows:

"In November 1996, the Company made payment of $1,000,000 to secure performance
of its obligations under the Restated Compost Recycling Agreement dated November
30, 1995 with the City of Miami (the Restated Agreement). Under the terms of the
Restated Agreement the commencement date of operations for its Miami Composting
facility was extended to October 1998. On February 24, 1998, a resolution was
proposed and adopted by the City of Miami Commission granting the Company an
additional extension through October 20, 2000 if the Company agreed to the
additional provisions noted below. The resolution included provisions that the
Company would agree to pay the City an amount equal to the City's recycling
costs for each of the two years of the extension period, agree that the
$1,000,000 previously deposited with the City to guarantee the Company's
performance under the Restated Agreement be released into the City's general
fund for the City's use and posting of a new performance bond or letter of
credit in the amount of $1,000,000 to guarantee the performance of its
obligations under the Restated Agreement. The $1,000,000 previously deposited
payment has been capitalized in customer contract rights as at July 31, 1998. An
amendment agreement including these provisions has been signed by the Company.
The Company was notified by the City of Miami Administration that they refuse to
acknowledge the extension agreement. As a result, the Company has filed suit
against the City of Miami in order to protect its rights under the Miami
contract and to secure the extension of the contract pursuant to the resolution
adopted by the Miami City Commission in February 1998."

This first paragraph is hereby deleted in its entirety and is replaced by the
following first paragraph:

"In November 1996, the Company made payment of $1,000,000 to secure performance
of the obligations of Bedminster Seacor Services Miami Corporation under the
Restated Compost Recycling Agreement dated November 30, 1995 with the City of
Miami (the Restated Agreement). Under the terms of the Restated Agreement the
commencement date of operations for Bedminster Seacor Services Miami
Corporation's Miami Composting facility was extended to October 1998. On
February 24, 1998, a resolution was proposed and adopted by the City of Miami
Commission granting Bedminster Seacor Services Miami Corporation an additional
extension through October 20, 2000 if Bedminster Seacor Services Miami
Corporation agreed to the additional provisions noted below. The resolution
included provisions that Bedminster Seacor Services Miami Corporation would
agree to pay the City an amount equal to the City's recycling costs for each of
the two years of the extension period, agree that the $1,000,000 previously
deposited with the City to guarantee the performance of Bedminster


<PAGE>


Seacor Services Miami Corporation under the Restated Agreement be released into
the City's general fund for the City's use and posting of a new performance bond
or letter of credit in the amount of $1,000,000 to guarantee the performance of
the obligations of Bedminster Seacor Services Miami Corporation under the
Restated Agreement. The $1,000,000 previously deposited payment has been
capitalized in customer contract rights as at July 31, 1998. An amendment
agreement including these provisions has been signed by Bedminster Seacor
Services Miami Corporation. Bedminster Seacor Services Miami Corporation was
notified by the City of Miami Administration that they refuse to acknowledge the
extension agreement. As a result, Bedminster Seacor Services Miami Corporation
has filed suit against the City of Miami in order to protect the rights of
Bedminster Seacor Services Miami Corporation under the Miami contract and to
secure the extension of the contract pursuant to the resolution adopted by the
Miami City Commission in February 1998."


<PAGE>


                                   SIGNATURES

In accordance with the requirements of the Exchange Act, the registrant caused
this amendment to this report to be signed on its behalf by the undersigned,
thereunto duly authorized.

Date:                              PHOENIX WASTE SERVICES COMPANY, INC.
March 23, 2001                     (Registrant)



                                    By /s/ Marvin Roseman
                                       ----------------------------------
                                       Marvin Roseman, Co-Principal
                                           Executive Officer, Principal
                                           Financial Officer

                                    By /s/ Anthony P. Cipollone
                                       ----------------------------------
                                       Anthony P. Cipollone, Treasurer,
                                           Principal Accounting Officer