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

                                   FORM 10-KSB

[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 UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
    OF 1934

            For the transition period from___________to______________

                         COMMISSION FILE NUMBER 33-94884

                           COATES INTERNATIONAL, LTD.
       ------------------------------------------------------------------
        (Exact name of small business issuer as specified in its charter)

     DELAWARE                                      22-2925432
 -----------------                      -----------------------------
 (State or other jurisdiction of    (IRS Employer incorporation or organization)
   incorporation or organization      identification No.)

Highway 34 & Ridgewood Road, Wall Township, New Jersey         07719
--------------------------------------------------------    --------------
(Address of principal executive offices)                     (Zip code)

Issuer's telephone number, including area code (732) 449-7717

Securities registered pursuant to Section 12(b) of the Act:  NONE

Title of Class:  NONE

Securities registered pursuant to Section 12(g) of the Act:  NONE

Title of Class:  NONE

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 [ ]

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 statements incorporated by reference in Part III of this Form 10-ISB
or any amendment to this Form 10-KSB. [ ]

Issuer's  revenues for the year ended December 31, 2000 were $845,000.

During the fiscal year ended December 31, 2000, there was no established  public
trading market for the issuer's  Series A Preferred or Common Stock. On December
31, 2000, there were 66,097,910 shares of Common Stock issued and outstanding.

<PAGE>

Engine  assembled by Nicholson  McLaren with components  purchased from CIL. The
balance is payable  pursuant to a payment schedule to be mutually agreed between
both parties.

EMPLOYEES

At December 31, 2000, CIL employed six (6) employees, including George J. Coates
and his son Gregory  Coates who perform both  management,  assembly and research
and  development  functions,  and;  Bernadette  Coates,  the spouse of George J.
Coates, is employed as administrative manager for the Company.

ITEM 2. DESCRIPTION OF PROPERTY

CIL's  executive  offices and testing  facility are located in an  approximately
25,000  square  foot one and  one-half  story  building  of  concrete  and steel
construction  in a 6 acre site in Wall Township,  New Jersey.  CIL acquired this
property  from the George J.  Coates 1991 Family  Partnership,  L.P in 1995.  On
March 22, 1999,  CIL  refinanced  its property and gave a first  mortgage in the
amount of $900,000 to Eastern  Savings Bank, FSB of New York. The first mortgage
requires  monthly  payments  of $12,521  accrued  interest  at the rate of 15.99
percent,  per annum, and its outstanding  principal balance and accrued interest
become due and payable in March, 2004.

In its development operations,  CIL owns and utilizes milling machines,  lathes,
grinders,  hydraulic  lifts and  presses,  tooling,  dynamometers  and  emission
testing machines and computerized  drafting and printing equipment.  All of such
equipment is in good condition, reasonable wear and tear excepted.

ITEM 3. LEGAL PROCEEDINGS

There are no legal proceedings against the Company.

In February,  1995, the Company and George J. Coates consented to the entry of a
civil  consent  judgment in the United  States  District  Court for the Southern
District of New York arising out of a civil complaint  brought by the Securities
and  Exchange   Commission  (the  "SEC").   Without  admitting  or  denying  SEC
allegations,  CIL and Mr. Coates agreed to offer rescission to certain investors
and conduct any future offerings of CIL securities in accordance with securities
registration  laws or  exemptions.  Following the  completion of the  rescission
offer in accordance with its terms,  the Court, in 1997,  discharged the special
master and Company management resumed its business activities.

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

CIL did not submit any matter to a vote of its stockholders  during the calendar
year 2000.

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<PAGE>


                                   SIGNATURES

Pursuant  to the  requirements  of  Section  13 or 15(d) of the  Securities  and
Exchange Act of 1934, the Registrant has duly caused this Amendment No. 1 to
its Form 10-KSB for the fiscal year ended December 31, 2000 to be signed on
its behalf by the undersigned, thereunto duly authorized.

DATE:  April 3, 2001                 COATES INTERNATIONAL LTD.

                                        /s/George J. Coates
                                      ------------------------------
                                        George J. Coates, President
                                          Chief Executive Officer and
                                          Chief Financial Officer

Pursuant to the requirements of the Securities Exchange Act of 1934, this report
has been signed below by the following  persons on behalf of the  Registrant and
in the capacities and on the date indicated.

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

/s/George J. Coates
------------------------
George J. Coates               Director, Chief               April 3, 2001
                               Executive Officer,
                               President, and
                               Chief Financial Officer

/s/Richard W. Evans
------------------------
Richard W. Evans                Director                      April 9, 2001



------------------------
Michael J. Suchar               Director


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