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

                                   FORM 10-K/A
                                Amendment No. (1)

     [X] ANNUAL REPORT PURSUANT TO 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

                         Commission File Number 0-18050

                                 PW EAGLE, INC.
             (Exact name of registrant as specified in its Charter)

            Minnesota                                41-1642846
     (State of incorporation)             (IRS Employer Identification No.)

        222 South Ninth Street, Suite 2880, Minneapolis, Minnesota 55402
                    (Address of principal executive offices)

                                 (612) 305-0339
              (Registrant's telephone number, including area code)

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

           Securities registered pursuant to Section 12(g) of the Act:
                          Common stock, $.01 par value

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 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 [ ]

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K is not contained herein, and will not 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-K or any amendment to this
Form 10-K. [X ]

The aggregate market value of voting stock held by non-affiliates of the
registrant as of March 2, 2001 was approximately $45,915,000 (based on closing
sale price of $7.8125 per share as reported on the Nasdaq Stock Market).

The number of shares of the registrant's common stock, $.01 par value,
outstanding as of March 2, 2001 was 8,069,675.

                       DOCUMENTS INCORPORATED BY REFERENCE
Portions of the proxy statement for registrant's 2001 Annual Meeting of
Shareholders, to be held May 2, 2001, are incorporated by reference into Items
10, 11, 12 and 13 of Part III.

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The undersigned registrant hereby amends Item 14 of its Annual Report on Form
10-K filed April 2, 2001 to include the following exhibits:

     Exhibit
      Number                            Description
    ---------        ------------------------------------------------------
       23.3          Consent of Independent Accountants

        99           Form 11-K, Annual Report of the PWPipe Employees'
                     Savings Plan for the Year Ended December 31, 2000
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SIGNATURES
----------


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

PW EAGLE, INC.



BY: /s/ Roger R. Robb
    --------------------------------
    Roger R. Robb
    Chief Financial Officer

Date: June 27, 2001
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                                  EXHIBIT INDEX

Number   Description**
------   -------------

3.1      Articles of Incorporation of the registrant, as amended to date
         (Incorporated by reference to Exhibit 3 to the registrant's quarterly
         report on Form 10-Q for the quarter ended September 30, 2000).

3.2      Bylaws of the registrant (Incorporated by reference to Exhibit 3.2 to
         the registrant's registration statement on Form S-4 - File No.
         33-29511).

3.3      Statement of designation of shares of registrant dated May 8, 1997
         (Incorporated by reference to Exhibit 10.1 to registrant's Form 8-K
         dated May 19,1997).

10.1     Second Amended and Restated Loan and Security Agreement dated September
         20, 1999 by and among the Registrant, Fleet Capital Corporation, as
         Agent, and certain Lenders. (Incorporated by reference to Exhibit 10.1
         to the registrant's Form 8-K dated September 20, 1999).

10.2     Securities Purchase Agreement dated as of September 20, 1999 by and
         among the Registrant and certain investors listed therein.
         (Incorporated by reference to Exhibit 10.2 to the registrant's Form 8-K
         dated September 20, 1999).

10.3     Registration Rights Agreement dated as of September 20, 1999 among the
         Registrant and certain investors listed in the Securities Purchase
         Agreement. (Incorporated by reference to Exhibit 10.3 to the
         registrant's Form 8-K dated September 20, 1999).

10.4     Warrant Agreement dated as of September 20, 1999 among the Registrant
         and certain investors listed in the Securities Purchase Agreement.
         (Incorporated by reference to Exhibit 10.4 to the registrant's Form 8-K
         dated September 20, 1999).

10.5     Form of Restricted Stock Agreement between the Registrant and certain
         officers of the Registrant. (Incorporated by reference to Exhibit 10.5
         to the registrant's Form 8-K dated September 20, 1999).*

10.6     Form of Promissory Note between the Registrant and certain officers and
         directors of the Registrant. (Incorporated by reference to Exhibit 10.6
         to the registrant's Form 8-K dated September 20, 1999).*

10.7     Employment Agreement dated September 16, 1999 between the Registrant
         and William H. Spell. (Incorporated by reference to Exhibit 10.7 to the
         registrant's Form 8-K dated September 20, 1999).*

10.8     Employment Agreement dated September 16, 1999 between the Registrant
         and Roger R. Robb. (Incorporated by reference to Exhibit 10.8 to the
         registrant's Form 8-K dated September 20, 1999).*

10.9     Employment Agreement dated September 16, 1999 between the Registrant
         and Keith H. Steinbruck. (Incorporated by reference to Exhibit 10.9 to
         the registrant's Form 8-K dated September 20, 1999).*

10.10    Employment Agreement dated September 16, 1999 between the Registrant
         and Larry I. Fleming. (Incorporated by reference to Exhibit 10.10 to
         the registrant's Form 8-K dated September 20, 1999).*
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10.11    Employment Agreement dated September 16, 1999 between the Registrant
         and John R. Cobb. (Incorporated by reference to Exhibit 10.11 to the
         registrant's Form 8-K dated September 20, 1999).*

10.12    Employment Agreement dated September 16, 1999 between the Registrant
         and Neil R. Chinn. (Incorporated by reference to Exhibit 10.12 to the
         registrant's Form 8-K dated September 20, 1999).*

10.13    Registrant's 1991 stock plan (Incorporated by reference to Exhibit
         10.22 to the registrant's Form 10-K for the year ended December 31,
         1992).*

10.14    Registrant's 1997 stock option plan (Incorporated by reference to
         Exhibit 10.14 to the registrant's Form 10-K for the year ended December
         31, 1996).*

10.15    Leveraged Equity Purchase Plan of registrant (Incorporated by reference
         to Exhibit 10.26 to the registrant's Form 10-K for the year ended
         December 31, 1996).*

10.16    Employment Agreement dated October 15, 1999, between the Company and
         James K. Rash. (Incorporated by reference to Exhibit 10.1 to the
         Registrant's Form 10-Q for the quarterly period ended September 30,
         1999).*

10.17    Employment Agreement dated November 9, 1999, between the Company and
         Dobson West (Incorporated by reference to Exhibit 10.17 to the
         Registrant's Form 10-K for the year ended December 31, 1999).*

10.18    Amendment to the Employment Agreement executed September 16, 1999
         between Roger R. Robb and the Company effective as of December 15, 1999
         (Incorporated by reference to Exhibit 10.18 to the Registrant's Form
         10-K for the year ended December 31, 1999).*

10.19    Amendment to the Employment Agreement executed September 16, 1999
         between William H. Spell and the Registrant effective as of December
         15, 1999 (Incorporated by reference to Exhibit 10.19 to the
         Registrant's Form 10-K for the year ended December 31, 1999).*

10.20    Amendment to the Employment Agreement executed September 16, 1999
         between Keith H. Steinbruck and the Registrant effective as of December
         15, 1999 (Incorporated by reference to Exhibit 10.20 to the
         Registrant's Form 10-K for the year ended December 31, 1999).*

10.21    Amendment to the Employment Agreement executed September 16, 1999
         between James K. Rash and the Registrant effective as of December 15,
         1999 (Incorporated by reference to Exhibit 10.21 to the Registrant's
         Form 10-K for the year ended December 31, 1999).*

10.22    Amendment to the Employment Agreement executed September 16, 1999
         between Neil R. Chinn and the Registrant effective as of December 15,
         1999 (Incorporated by reference to Exhibit 10.22 to the Registrant's
         Form 10-K for the year ended December 31, 1999).*

10.23    Amendment to the Employment Agreement executed September 16, 1999
         between Jack R. Cobb and the Registrant effective as of December 15,
         1999 (Incorporated by reference to Exhibit 10.23 to the Registrant's
         Form 10-K for the year ended December 31, 1999).*

10.24    Amendment to the Employment Agreement executed September 16, 1999
         between Larry I. Fleming and the Registrant effective as of December
         15, 1999 (Incorporated by reference to Exhibit 10.24 to the
         Registrant's Form 10-K for the year ended December 31, 1999).*
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10.25    Amendment to the Employment Agreement executed November 9, 1999 between
         Dobson West and the Registrant effective as of December 15, 1999
         (Incorporated by reference to Exhibit 10.25 to the Registrant's Form
         10-K for the year ended December 31, 1999).*

10.26    Sales Agreement effective January 1, 2000 (Incorporated by reference to
         Exhibit 10.1 to the registrant's form 10-Q for the quarter ended March
         31, 2000.)

10.27    Sales Agreement dated January 1, 2000 (Incorporated by reference to
         Exhibit 10.2 to the registrant's form 10-Q for the quarter ended March
         31, 2000.)

23.1     Consent of Independent Accountants. (Previously filed)

23.2     Consent of Independent Accountants. (Previously filed)

23.3     Consent of Independent Accountants.

24       Power of Attorney from certain directors and officers. (Previously
         filed)

99       Form 11-K, Annual Report of the PWPipe Employees' Savings Plan for the
         Year Ended December 31, 2000


*   Compensatory plan or arrangement
**  SEC File No. 0-18050 unless otherwise indicated