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

                                   FORM 10-K/A
                                 AMENDMENT NO. 1


(Mark One)
[X]  ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
     ACT OF 1934

For the fiscal year ended:  September 30, 2001

                                       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: 0-11412

                              AMTECH SYSTEMS, INC.
             (Exact name of registrant as specified in its charter)


                 Arizona                                         86-0411215
     (State or other jurisdiction of                          (I.R.S. Employer
     incorporation or organization)                          Identification No.)


  131 South Clark Drive, Tempe, Arizona                             85281
(Address of principal executive offices)                         (Zip Code)


        Registrant's telephone number, including area code: 480-967-5146


The undersigned Registrant hereby amends its Form 10-K for the fiscal year ended
September 30, 2001, as follows:

     Part II, Item 6 and Item 8 are hereby amended to change pro form net income
for fiscal 2001 to the amount  reported as income  before  cumulative  effect of
change in accounting principle,  in order to reflect the retroactive application
of  Securities  and  Exchange  Commission  Staff  Accounting  Bulletin  No. 101,
"Revenue Recognition in Financial Statements" to prior periods.
<PAGE>
                                     PART II

ITEM 6. SELECTED FINANCIAL DATA

     The  selected  financial  data set  forth  with  respect  to the  Company's
operations  for each of the years in the three year period ended  September  30,
2001 and with respect to the balance  sheets at September  30, 2001 and 2000 are
derived  from  audited  financial  statements  that have been  audited by Arthur
Andersen LLP,  independent public  accountants,  which are included elsewhere in
this Report and are qualified by reference to such  financial  statements.  Data
from the statements of operations for the fiscal years ended  September 30, 1997
and 1996 and the balance  sheet data at September  30,  1998,  1997 and 1996 are
derived from  financial  statements  not  included in this Report.  The selected
financial  data  should  be  read in  conjunction  with  Item  7,  "Management's
Discussion and Analysis of Financial  Condition and Results of Operations,"  and
the  Company's  financial  statements  (including  the  related  notes  thereto)
contained elsewhere in this Report.

     Effective  October 1, 2001,  the Company  changed  its revenue  recognition
policy. See Note 2 in the Notes to Consolidated Financial Statements and the pro
forma  information  contain  herein.  As revenue is not reported on a consistent
basis between years, certain data contained in this report may not be comparable
between years.

<TABLE>
<CAPTION>

                                                            FISCAL YEAR ENDED SEPTEMBER 30,
                                      ---------------------------------------------------------------------------
                                         2001 (4)         2000           1999            1998           1997
                                      ------------    ------------   ------------    ------------    ------------
<S>                                   <C>             <C>            <C>             <C>             <C>
OPERATING DATA:
Net revenues                          $ 22,851,920    $ 19,027,446   $ 14,766,075    $ 16,213,904    $ 11,111,142
Operating income (loss)(1)(3)            1,576,572       1,982,280        567,776        (904,334)        215,420
Income (loss) before
   cumulative effect of a
   change in accounting
   principle (1)(3)                      1,153,292       1,325,421        362,307        (589,887)        237,709
Cumulative effect of a
   change in accounting
   principle, net of tax (4)              (690,211)             --             --              --              --
Net income (loss)(1)(3)(4)            $    463,081    $  1,325,421   $    362,307    $   (589,887)   $    237,709

NET INCOME (LOSS) PER SHARE:
BASIC:
Income (loss) before
   cumulative effect of a
   change in accounting
   principle (1)(2)(3)                $        .43    $        .56   $        .17    $       (.28)   $        .10
Cumulative effect of a
   change in accounting
   principle, net of tax (4)                  (.26)            --             --              --               --
Net income (loss)(1)(2)(3)(4)         $        .17    $        .56   $        .17    $       (.28)   $        .10

FULLY DILUTED:
Income (loss) before
   cumulative effect of a
   change in accounting
   principle (1)(2)(3)                $        .41    $        .56   $        .17    $       (.28)   $        .10
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
<S>                                   <C>             <C>            <C>             <C>             <C>
Cumulative effect of a
   change in accounting
   principle, net of tax (4)                  (.25)             --             --              --              --
Net income (loss)(1)(2)(3)(4)         $        .16    $        .56   $        .17    $       (.28)   $        .10

Proforma amounts with the change
  in accounting principle applied
  retroactively (unaudited):
Total revenue                         $ 22,851,920    $ 18,908,378   $ 15,678,058              **              **
Net income                            $  1,153,292    $  1,060,619   $    480,845              **              **
Net income per share:
Basic                                 $        .43    $        .49   $        .23              **              **
Diluted                               $        .41    $        .45   $        .22              **              **

BALANCE SHEET DATA:
Cash and cash equivalents             $  5,998,120    $  5,784,500   $  1,124,685    $  1,351,542    $  1,975,040
Working capital                         11,502,535      10,933,683      5,374,231       4,993,455       5,271,320
Total assets                            18,570,570      17,483,260      8,744,558       9,325,479       9,355,092
Total current liabilities                4,740,552       4,666,787      1,747,513       2,530,723       2,108,165
Long-term obligations                      246,184         236,590        286,828         347,667         318,721
Retained earnings
  (accumulated deficit)                  1,386,544         923,463       (401,958)       (764,265)       (174,378)
Stockholders' equity                    13,583,834      12,579,883      6,710,217       6,447,089       6,928,206
</TABLE>

(1)  The  results  for the  fiscal  years  1998 and 1997  include  approximately
     $170,000   and   $85,000,   respectively,   of  expenses   related  to  the
     photo-assisted CVD research and development project suspended at the end of
     fiscal  1998.  In  addition,  in fiscal 1998 the  Company  took a charge of
     $184,000 for the write-off of certain long-lived assets.

(2)  The results  shown have been  restated to reflect the  one-for-two  reverse
     split of Common Stock that was  effective  March 15, 1999.

(3)  Income from continuing  operations for fiscal 1997 includes a $115,487 gain
     from the  disposition  of the Company's  interest in the Seil Semicon joint
     venture.

(4)  The Company  recorded a non-cash  charge of $690,211,  after  reduction for
     income tax benefits of $410,000, or ($0.26) per basic share, to reflect the
     cumulative effect of the accounting  change as of October 1, 2000,  related
     to the  adoption  of  Securities  and  Exchange  Commission  ("SEC")  Staff
     Accounting Bulletin No. 101, "Revenue Recognition in Financial Statements."

**   Data is not available to provide pro forma information for this year.
<PAGE>
                      AMTECH SYSTEMS, INC. AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF OPERATIONS

<TABLE>
<CAPTION>
                                                                                 Year Ended September 30,
                                                                        -------------------------------------------
                                                                            2001            2000           1999
                                                                        ------------    ------------   ------------
<S>                                                                     <C>             <C>            <C>
Net revenues                                                            $ 22,851,920    $ 19,027,446   $ 14,766,075
Cost of sales                                                             15,974,260      12,398,560     10,599,708
                                                                        ------------    ------------   ------------
  Gross margin                                                             6,877,660       6,628,886      4,166,367
Selling, general and administrative                                        4,918,902       4,169,631      3,330,348
Research and development                                                     382,186         476,975        268,243
                                                                        ------------    ------------   ------------
  Operating income                                                         1,576,572       1,982,280        567,776
Interest income, net                                                         246,720          93,141         34,531
                                                                        ------------    ------------   ------------
  Income before income taxes and cumulative effect of
    change in accounting principle                                         1,823,292       2,075,421        602,307
Income tax provision                                                         670,000         750,000        240,000
                                                                        ------------    ------------   ------------
  Income before cumulative effect of change in accounting principle        1,153,292       1,325,421        362,307
Cumulative effect of change in accounting principle,
  net of tax benefit of $410,000                                            (690,211)             --             --
                                                                        ------------    ------------   ------------
      NET INCOME                                                        $    463,081    $  1,325,421   $    362,307
                                                                        ============    ============   ============

EARNINGS PER SHARE:
  Basic
    Income before cumulative effect of change in accounting principle   $        .43    $        .61   $        .17
    Cumulative effect of change in accounting principle, net of tax             (.26)             --             --
                                                                        ------------    ------------   ------------
    Basic earnings per share                                            $        .17#   $        .61#  $        .17
                                                                        ============    ============   ============

  Diluted
    Income before cumulative effect of change in accounting principle   $        .41    $        .56   $        .17
    Cumulative effect of change in accounting principle, net of tax             (.25)             --             --
                                                                        ------------    ------------   ------------
    Diluted earnings per share                                          $        .16    $        .56   $        .17
                                                                        ============    ============   ============

  Number of shares used in per share calculations:
    Basic                                                                  2,661,001       2,158,562      2,109,815
    Diluted                                                                2,821,583       2,336,497      2,189,201

PRO FORMA AMOUNTS WITH THE CHANGE IN ACCOUNTING PRINCIPLE RELATED TO REVENUE
APPLIED RETROACTIVELY (UNAUDITED):

  Net revenues                                                          $ 22,851,920    $ 18,908,378   $ 15,678,058
  Net income                                                               1,153,292       1,060,619        480,845
  Earnings per share:
    Basic                                                               $        .43    $        .49   $        .23
    Diluted                                                             $        .41    $        .45   $        .22
</TABLE>

              The accompanying notes are an integral part of these
                       consolidated financial statements.

                                      F-1
<PAGE>
                                   SIGNATURES

     Pursuant  to the  requirements  of  Section  13 or 15(d) of the  Securities
Exchange Act of 1934, the Registrant has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly authorized.

                                      AMTECH SYSTEMS, INC.

January 29, 2002                      By: /s/ Jong S. Whang
                                          --------------------------------------
                                          Jong S. Whang, President

     Pursuant to the  requirements of the Securities  Exchange Act of 1934, this
Amendment No. 1 to Form 10-K has been signed below by the  following  persons on
behalf of the registrant and in the capacities and on the dates indicated:

      SIGNATURE                          TITLE                         DATE
      ---------                          -----                         ----

/s/ Jong S. Whang            Chairman of the Board, President  February 15, 2002
-------------------------    (Principal Executive Officer)
Jong S. Whang

/s/ Robert T. Hass           Vice President-Finance            February 15, 2002
-------------------------    (Chief Financial & Accounting
Robert T. Hass               Officer)

/s/       *                  Director                          February 15, 2002
-------------------------
Donald F. Johnston

/s/       *                  Director                          February 15, 2002
-------------------------
Alvin Katz

/s/       *                  Director                          February 15, 2002
-------------------------
Bruce R. Thaw

----------

* By: /s/ Robert T. Hass
      -------------------
      Robert T. Hass