U.S. SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20519

                       POST-EFFECTIVE AMENDMENT NO. 1 TO
                                   FORM 10-KSB/A

(MARK ONE)
[X]  ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE  SECURITIES  EXCHANGE ACT OF
     1934 For the year ended December 31, 1999

[_]  TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES  EXCHANGE ACT
     OF 1934

                         Commission File Number 0-17594

                             USA BIOMASS CORPORATION
                 (Name of small business issuer in its charter)

              DELAWARE                                      33-032959
   (State or other jurisdiction of                      (I.R.S. Employer
    incorporation or organization)                     Identification No.)

         7314 Scout Avenue
         Bell Gardens, California                            90201
(Address of principal executive offices)                   (Zip Code)

          Issuer's telephone number (including area code): 562-928-9900

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

                                      None

Securities registered pursuant to Section 12(g) of the Exchange Act:

                    Common Stock, $0.002 par value per share
                                 Title of Class

     Check whether the issuer:  (1) filed all reports required to be filed by 13
or 15(d) of the  Exchange  Act during  the past 12 months  (or for such  shorter
period that  registrant  was  required to file such  reports),  and (2) has been
subject to such filing requirements for the past 90 days. Yes [X] No [_]

     Check if there is no disclosure  of  delinquent  filers in response to Item
405 of Regulation S-B is not contained in this form,  and no disclosure  will be
contained,  to the  best of  registrant's  knowledge,  in  definitive  proxy  or
information statement to this Form 10-KSB. [_]

The registrant's  revenues from continuing operations for its most recent fiscal
year were $7,644,907.

     Based on the  average  of bid and  asked  prices  on March  31,  2000,  the
aggregate market value of common stock held by  non-affiliates of the registrant
on March 31, 2000 was approximately $36,223,252.

     The number of shares  outstanding of the registrant's  only class of Common
Stock, $0.002 par value per share, was 9,347,936 on March 31, 2000.


<PAGE>

                                   SIGNATURES

In accordance  with Section 13 or 15(d) of the Exchange Act, the  Registrant has
caused this report to be signed on its behalf by the  undersigned in the City of
Newport Beach, California, on April 14, 2000.

                                                 USA Biomass Corporation,
                                                 a Delaware corporation

                                                 By: /s/ Fred H. Behrens
                                                     ---------------------------
                                                 Its: Chairman

In  accorance  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.


USA BIOMASS CORPORATION

/s/ Marlene Tapie                                            April 14, 2000
--------------------------
Director


/s/ Eugene W. Tidgewell                                      April 14, 2000
--------------------------
Director


/s/ Fred H. Behrens                                          April 14, 2000
--------------------------
Director


/s/ Michael J. Silva                                         April 14, 2000
--------------------------
Director