Amendment  No. 1 to
                                Quarterly Report on
                                   FORM 10-QSB/A


                       Securities And Exchange Commission
                             Washington, D.C. 20549


[X]     Quarterly  Report  Pursuant To Section 13 Or 15(D) Of The Securities Act
        Of  1934

For  The  Quarterly  Period  Ended  September  30,  2000.

[ ]     Transition  Report Under Section 13 Or 15(D) Of The Securities Exchange
        Act  Of  1934

     For  The  Transition  Period  From  ________  To  ________.

Commission  File  Number  333-31238


                                DDR Systems, Inc.
             (Exact Name Of Registrant As Specified In Its Charter)

               Washington                         52-2219677
     (State Or Other Jurisdiction Of           (I.R.S. Employer
     Incorporation Or Organization)           Identification No.)

                               3650 West 30th Ave
                   Vancouver, British Columbia V6s 1w8, Canada
                                 (604) 732-0623
    (Address, Including Zip Code, And Telephone Number, Including Area Code,
                  Of Registrant's Principal Executive Offices)

     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     No X

The  number  of  outstanding  shares  of  the issuer's common stock,  $0.001 par
value,  as  of  September  30,  2000  was  12,300,000.


<PAGE>
<TABLE>
<CAPTION>
                                Table Of Contents

                                     Part I
<S>                                                  <C>
Item 1.  Financial Statements . . . . . . . . . . . .  1

Item 2. Plan Of Operation . . . . . . . . . . . . . . 10

                                    Part Ii

Item 6 Exhibits and Reports on Form 8-K . . . . . . . 12

Signatures  . . . . . . . . . . . . . . . . . . . . . 12

Index To Exhibits . . . . . . . . . . . . . . . . . . 13
</TABLE>

                 [This Space Has Been Intentionally Left Blank]


<PAGE>
<TABLE>
<CAPTION>
                                     Part I

Item 1.  Financial Statements
<S>                                                                                <C>
Unaudited Balance Sheet At September 30, 2000 And 1999 . . . . . . . . . . . . . .   1

Unaudited Statement Of Operations And Accumulated Deficit For The Nine Months
Ended September 30, 2000 And June 3, 1999 (Date Of Inception) To September 30, 2000  2

Unaudited Statement Of Stockholders Equity For The Nine Months Ended
September 30, 2000 And June 3, 1999 (Date Of Inception) To September 30, 2000. . .   3

Unaudited Statement Of Cash Flows For The Nine Months Ended September 30, 2000
And June 3, 1999 (Date Of Inception) To September 30, 2000 . . . . . . . . . . . .   4

Notes To Unaudited Financial Statement . . . . . . . . . . . . . . . . . . . . . .   6
</TABLE>


<PAGE>
<TABLE>
<CAPTION>
DDR  Systems,  Inc.
(A  Development  Stage  Company)
Balance  Sheet
(Unaudited)
As  At  September  30
==========================================================================================


                                                                          2000     1999
------------------------------------------------------------------------------------------

Assets

Current
<S>                                                                    <C>        <C>
  Cash. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  $ 32,188   $     -
  Prepaid expenses. . . . . . . . . . . . . . . . . . . . . . . . . .     2,131         -
                                                                       ---------  --------

                                                                         34,319         -
Capital Assets. . . . . . . . . . . . . . . . . . . . . . . . . . . .     7,802     9,768
                                                                       ---------  --------

                                                                       $ 42,121     9,768
==========================================================================================

Liabilities And Shareholders' Equity

Current
  Accounts payable and accrued liabilities. . . . . . . . . . . . . .  $    500   $     -
                                                                       ---------  --------
Shareholders' Equity
  Capital stock
    Authorized
      20,000,000 preferred shares with a par value of $.001 per share
      100,000,000 common shares with a par value of $.001 per share
    Issued
      12,300,000 common shares. . . . . . . . . . . . . . . . . . . .    12,300    10,000
  Additional paid-in capital. . . . . . . . . . . . . . . . . . . . .   101,200         -
  Deficit . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   (71,879)     (232)
                                                                       ---------  --------
                                                                         41,621     9,768
                                                                       ---------  --------
                                                                       $ 42,121     9,768
==========================================================================================
</TABLE>


                             Prepared By Management


                                        1
<PAGE>

<TABLE>
<CAPTION>
DDR  Systems,  Inc.
(A  Development  Stage  Company)
Statement  of  Operations  and  Deficit
(Unaudited)


=====================================================================================================
                                                       For the period from     For the period from
                               For the nine-month     The date of inception    The date of inception
                                  Period ended           On June 3, 1999          On June 3, 1999
                                  September 30,         To September 30,         To September 30,
                                      2000                    1999                     2000
-----------------------------------------------------------------------------------------------------

<S>                           <C>                    <C>                      <C>
Revenue                       $             10,000   $                    -   $               10,000
                              ---------------------  -----------------------  -----------------------

Expenses
  Amortization                               2,405                      232                    4,275
  Bank charges and interest                    231                        -                      231
  Communication                                714                        -                    1,231
  Consulting fees                           12,043                        -                   12,043
  Marketing and promotion                   27,857                        -                   30,315
  Office                                         -                        -                       13
  Professional fees                         16,867                        -                   20,867
  Travel                                     2,826                        -                   12,904
                              ---------------------  -----------------------  -----------------------

                                            62,943                      232                   81,879
                              ---------------------  -----------------------  -----------------------

Net Income For The Period                  (52,943)                    (232)                 (71,879)

Deficit, Beginning of Period               (18,936)                       -                        -
                              ---------------------  -----------------------  -----------------------

Deficit End Of Period         $            (71,879)  $                 (232)  $              (71,879)
=====================================================================================================

Loss Per Share                $             (0.004)  $               (0.000)  $               (0.006)
=====================================================================================================
</TABLE>


                             Prepared By Management


                                        2
<PAGE>
<TABLE>
<CAPTION>
DDR  SYSTEMS,  INC.
(A  Development  Stage  Company)
Statement  of  Shareholders'  Equity
(Unaudited)
--------------------------------------------------------------------------------------


                                                 Common shares
                                          --------------------------
                                             Number                      Additional
                                            of shares      Amount     Paid-in Capital
--------------------------------------------------------------------------------------
<S>                                       <C>            <C>          <C>
As at June 3, 1999                                    -  $         -  $              -

Shares issued during the period              10,000,000       10,000                 -
                                          -------------  -----------  ----------------

As at June 30, 1999                          10,000,000       10,000                 -
                                          -------------  -----------  ----------------

Shares issued during the period                       -            -                 -
                                          -------------  -----------  ----------------

As at September 30, 1999                     10,000,000       10,000                 -

Shares issued during the period for cash      2,300,000        2,300           101,200
                                          -------------  -----------  ----------------

As at December 31, 1999                      12,300,000       12,300           101,200

Shares issued during the period                       -            -                 -
                                          -------------  -----------  ----------------

As at September 30, 2000                     12,300,000  $    12,300  $        101,200
======================================================================================
</TABLE>


                                Prepared By Management


                                        3
<PAGE>
<TABLE>
<CAPTION>
DDR  Systems,  Inc.
(A  Development  Stage  Company)
Statement  of  Cash  Flows
 (Unaudited)


=======================================================================================================================
                                                                         For the period from      For the period from
                                                 For the nine-month     The date of inception    The date of inception
                                                    Period ended           On June 3, 1999          On June 3, 1999
                                                    September 30,         To September 30,         To September 30,
                                                        2000                    1999                     2000
-----------------------------------------------------------------------------------------------------------------------
<S>                                             <C>                    <C>                      <C>
Cash Flows From Operating Activities            $            (52,943)  $                 (232)  $              (71,879)
  Net loss for the period
    Item not affecting cash
      Amortization of capital assets                           2,405                      232                    4,275
                                                ---------------------  -----------------------  -----------------------

                                                             (50,538)                       -                  (67,604)
                                                ---------------------  -----------------------  -----------------------
  Changes In Non-Cash Working Capital Items
    Prepaid expenses                                          (2,131)                       -                   (2,131)
      Accounts payable and accrued liabilities               (18,643)                       -                      500
                                                ---------------------  -----------------------  -----------------------

                                                             (20,774)                       -                   (1,631)
                                                ---------------------  -----------------------  -----------------------

                                                             (71,312)                       -                  (69,235)
                                                ---------------------  -----------------------  -----------------------
Cash Flows From Investing Activities
  Purchase of capital assets                                       -                        -                   (2,077)
                                                ---------------------  -----------------------  -----------------------

Cash Flows From Financing Activities
  Issuance of capital stock                                        -                        -                   12,300
  Increase in paid-in capital                                      -                        -                  101,200
                                                ---------------------  -----------------------  -----------------------

                                                                   -                        -                  103,500
                                                ---------------------  -----------------------  -----------------------

Increase (Decrease) In Cash For The Period                   (71,312)                       -                   32,188

Cash, Beginning Of Period                                    103,500                        -                        -
                                                ---------------------  -----------------------  -----------------------

Cash, end of period                             $             32,188   $                    -   $               32,188

Supplemental Disclosure:
Non-cash investing and financing activities
License Agreement Acquired Through
Issuance Of Capital Stock                       $                  -   $                    -   $               10,000
</TABLE>


No  significant  amounts of interest or taxes were paid during the periods shown
above.


                             Prepared By Management


                                        4
<PAGE>






                 [This Page Has Been Intentionally Left Blank]






                                       5

<PAGE>
DDR  Systems,  Inc.
(A  Development  Stage  Company)
Notes To Financial Statements (Unaudited)
For The Nine Months Ended September 30, 2000
--------------------------------------------------------------------------------

Note A - Organization And Summary Of Significant Accounting Policies

Organization
------------

The  Company  was incorporated under the laws of the state of Washington on June
3,  1999.  On  June 3, 1999, the Company entered into a licensing agreement with
Reach  Technologies,  Inc.  a  Washington  Corporation.  Under the terms of this
agreement  and  concurrent  with incorporation, the company issued 10,000,000 of
its  common  stock to Glenn Jones, the President of Reach Technologies, Inc, The
agreement allows the Company to sell a digital data recorder product line in the
northeastern  United  States.

The  Company's  principal  business  plan  is  to  seek  immediate  earnings  by
exploiting  the  license  agreement  with  Reach Technologies, Inc.  The Company
plans  to  conduct  market  analysis,  hire  sales staff and begin marketing the
Digital  Data  Recorder  product  line.

Summary  of  Significant  Accounting  Principles
------------------------------------------------

a.  Accounting  estimates
-------------------------

The  preparation  of  financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions that
affect  the  reported  amounts  of  assets  and  liabilities  and  disclosure of
contingent  assets  and  liabilities at the date of the financial statements and
the  reported  amounts  of  revenues  and  expenses during the reporting period.
Actual  results  could  differ  from  those  estimates.

b.  Basic  earnings  per  share
-------------------------------

Basic  earnings  <loss>  per  share  have  been  calculated  in  conformity with
Financial Accounting Standards Board Statement No. 128 "Earnings per Share". The
Company  has  a  simple  capital  structure with no significant potential common
shares.  Basic  earnings  <loss> per share is calculated weighted on the average
number  of  common  shares  outstanding  each  period  (2000-12,300,000;
1999-10,000,000).

c.  Office  furniture  and  equipment
-------------------------------------

Office  furniture  and  equipment  purchases  are  capitalized  and  the  cost
depreciated  over  the  estimated  useful lives of the related assets, generally
five to seven years.  Office furniture and equipment abandoned is written off at
the  time  of  the  abandonment.


                                       6
<PAGE>
DDR  Systems, Inc.
(A  Development  Stage  Company)
Notes To Financial Statements (Unaudited)
For The Nine Months Ended September 30, 2000
--------------------------------------------------------------------------------

Note  A  -  Organization  And  Summary  Of  Significant  Accounting  Policies
(Continued)

Summary  of  Significant  Accounting  Principles  (Continued)
-------------------------------------------------------------

d.  License  agreement
-----------------------

The license agreement with Reach Technologies Inc. has been capitalized and cost
and  is  amortized  over the estimate useful life of the asset - three years and
seven  months,  commencing  June  3,  1999.

e.  Issuance  of  Common  Stock
--------------------------------

The  issuance  of common stock for other than cash is recorded by the Company at
managements  estimate  of  the  fair  value  of  the  assets acquired or service
rendered.

f.  Revenue
--------------

Revenue  is  recognized  when  product  is  shipped  to  the  customer.

g.  Income  taxes
------------------

No  taxes  are payable for the seven months ended December 31, 1999.  See Note D
regarding  the  net  operating  loss  carryforward.

h.  Functional  currency
-------------------------

The  financial  statements  are stated in U. S. dollars, which is the functional
currency  of  the  Company.

Note  B  -  License  Agreement

On  June  3,  1999, DDR Systems, Inc. acquired from Reach Technologies, Inc. the
rights  to  distribute the Reach Technologies Inc. Digital Date Recorder product
line  for the purpose of selling the product in the telemetry and remote sensing
marketplace.  This  license  has  been  capitalized based on the estimate of the
fair  value  of the license received. The licensed product line consists of 0 to
40  Megabit per second Digital Data Recorders that are configured for laboratory
and  onsite  use.


                                       7
<PAGE>
DDR  Systems, Inc.
(A  Development  Stage  Company)
Notes To Financial Statements (Unaudited)
For The Nine Months Ended September 30, 2000
--------------------------------------------------------------------------------

Note  B  -  License  Agreement  (Continued)

Models  consist  of  laboratory, rack mount and portable versions.  DDR Systems,
Inc.,  which  at  the  time  was  owned  by  one  investor-participant  in Reach
Technologies  Inc.  paid  for  the  license  by issuing  stock  to the investor-
participant  in  Reach Technologies, Inc. Under license with Reach Technologies,
Inc.,  DDR  Systems, Inc. has the exclusive right to  distribute  and market the
Reach Technologies, Inc. licensed product line in Washington  DC, Virginia, West
Virginia, Maryland, Pennsylvania, New York, Connecticut, Massachusetts, Vermont,
New  Hampshire,  Maine,  Ohio,  Kentucky and Tennessee  for  an  initial  period
beginning  June  3,  1999, expiring January 31, 2003.  To retain this right, DDR
Systems,  Inc.  must  purchase  a  minimum  amount  of  product based on pricing
established  in  the  license  agreement  during  each  of  the two years of its
license,  beginning February 1, 2000.  DDR systems, Inc. is required to purchase
$50,000  for  the  Reach  Technologies Inc. licensed product line by January 31,
2001, a further $100,000 by January 31, 2002, and a further $100,000  by 2003 to
retain  its  license.

The  license  agreement  expires  January  31,  2003,  and may be renewed by DDR
Systems,  Inc. for additional three year periods so long as DDR Systems, Inc. is
not  in  default.  Any  renewal  agreement  will  be subject to the same minimum
purchase  requirement  structure except that the minimum purchase amount in each
year  would  be  calculated  as  the greater of $120,000 and 65% of DDR Systems,
Inc.'s  prior  years  audited  revenue.  The  agreement may be terminated by DDR
Systems,  Inc.  at any time upon notice to Reach Technologies Inc., and by Reach
Technologies  Inc.  for  any  cause, which includes breach of the agreement, the
bankruptcy or insolvency of DDR Systems, Inc.; or the conviction of DDR Systems,
Inc.;  its  officers or directors,  of  any  crime  involving  moral  turpitude.

Reach  Technologies  Inc.  may  change  the  price  on  a  30  days'  notice.

Note  C -  Common  Stock
------------------------

During the period ended December 31, 1999, the Company issued 12,300,000 shares.
10,000,000  shares  were  issued at $0.001 per share in exchange for the license
agreement.  2,300,000  shares  were  issued  at  $0.045  per  share  for cash of
$103,500.


                                       8
<PAGE>
DDR  SYSTEMS,  INC.
(A  Development  Stage  Company)
Notes To Financial Statements (Unaudited)
For The Nine Months Ended September 30, 2000
--------------------------------------------------------------------------------

Note  D  -  Net  Operating  Loss  Carryforward

The Company's net operating loss for the nine months ended September 30, 2000 of
$51,640  may be utilized through the year ended December 31, 2020. The Company's
net  operating  loss for the seven months ended December 31, 1999 of $18,936 may
be  utilized  through the year ended December 31, 2019.  SFAS No. 109 requires a
valuation  allowance to be recorded when it is more likely than not that some or
all  of  the  deferred  tax assets will not be realized.  At December 31, 1999 a
valuation  allowance  for  the  full  amount  of  the net deferred tax asset was
recorded  because of uncertainties as to the amount of taxable income that would
be  generated  in  future  years.


                                       9
<PAGE>
Item  2.  Plan  Of  Operation

This  quarterly report on Form 10-QSB contains forward-looking statements, which
are  made  pursuant  to  the  safe  harbor  provisions of the Private Securities
Litigation  Reform  Act of 1995.  These forward-looking statements involve risks
and  uncertainties that could cause actual results to differ materially from the
forward-looking  statements.  You  should  not  place  undue  reliance  on
forward-looking  statements.  In  some  cases,  you can identify forward-looking
statements  by  terminology such as "may", "will", "should", "expects", "plans",
"anticipates",  "believes",  "estimated", "predicts", "potential", or "continue"
or the negative of such terms or other comparable terminology.  These statements
are  only  predictions  and  involve known and unknown risks, uncertainties, and
other  factors  that  may  cause  DDR  Systems, Inc.'s actual results, levels of
activity,  performance,  or  achievements  to  be  materially different from any
future  results,  levels  of activity, performance, or achievements expressed or
implied  by such forward-looking statements.  These factors include, among other
things,  those  discussed  in  this  quarterly  report on Form 10-QSB and in DDR
Systems, Inc.'s other filings with the SEC.  Although DDR Systems, Inc. believes
that  the  expectations  reflected  in  the  forward-looking  statements  are
reasonable,  forward-looking  statements  are  inherently  uncertain,  and  DDR
Systems,  Inc. cannot guarantee future results, levels of activity, performance,
or  achievements.  DDR  Systems,  Inc.  is  under  no  duty to update any of the
forward-looking  statements  in  this quarterly report on Form 10-QSB to conform
forward-looking  statements  to  actual results.  All forward-looking statements
should  be  considered  in  light  of  these  risks  and  uncertainties.

DDR  Systems, Inc. was incorporated under the laws of the State of Washington on
June  3,  1999,  and  is  in its early developmental and promotional stages.  To
date,  DDR Systems, Inc.'s only activities have been organizational, directed at
acquiring  its  principal  asset, raising its initial capital and developing its
business  plan.  DDR  Systems,  Inc.  has  not  commenced commercial operations.

DDR  Systems,  Inc.  principal  business,  at  present,  is the marketing of its
licensed  product  line  consisting  of  high-tech  instruments that are used to
record  information  transferred  from  distant  sources  like  aircraft  and
satellites.  Simply  put  the  recorders  are high speed tape recorders that are
capable  of  recording  information  relayed  by several types of satellites and
aircraft.  Some  of  the  data  that  can  be recorded include fuel consumption,
engine  rotation  per  minute, time, pictures recorded by cameras, load stresses
recorded  by  sensors  and  the status of various equipment on the craft such as
batteries  or  radar. The recorder operates basically the same as a VCR with all
the  same  play,  fast-forward,  rewind,  record, scheduled operation, and other
similar  functions. The product line is unique in that it can record information
from  satellites  at  speeds  required by those satellites. The licensed product
line  consists of recorders capable of recording at speeds up to 40 Megabits per
second.  The  recorders  are  configured  for  both  laboratory  and onsite use.
Models  consist  of  laboratory,  rack  mount  and  portable  versions.


                                       10
<PAGE>
DDR  Systems, Inc.'s plan of operation for the next twelve months is to complete
a  market  analysis,  and  then  begin marketing the licensed product line.  The
market  for  the  product  includes aircraft  and spacecraft manufacturers, both
private  and  government, involved in both military and nonmilitary applications
and it is anticipated that these will be  the  focus  of  selling efforts.  Once
target  companies  are  identified,  DDR  Systems, Inc. will begin marketing the
product.

Results  Of  Operations

Sales

DDR  Systems,  Inc.  has  generated  minor  revenues  from operations during the
periods  covered  by  this  Form  10-QSB.

Losses

Net  losses  for  the nine months ended September 30, 2000, increased to $52,942
from $ 232 for the nine months ended September 30, 1999.  The increase in losses
was  primarily attributable to market research and the costs associated with DDR
Systems,  Inc.'s  registration  statement.

DDR  Systems,  Inc.  expects to continue to incur losses at least through fiscal
year  2000  and there can be no assurance that DDR Systems, Inc. will achieve or
maintain  profitability,  generate  revenue  or  sustain  future  growth.

Liquidity  And  Capital  Resources

DDR  Systems,  Inc.  has  funded its cash needs over the periods covered by this
Form  10-QSB  with  cash  on  hand.  It  is anticipated that the cash on hand of
$32,188  will  be  sufficient  to satisfy cash requirements over the next twelve
months.

Capital  Expenditures

DDR  Systems,  Inc. made no capital expenditures over the period covered by this
report.  There  are  no  planned  capital expenditure in the next twelve months.

Employees

Other  than  hiring  one  commission  sales  staff, DDR Systems, Inc. expects no
significant  changes  in  its  number  of  employees.


                                      11
<PAGE>
                                     PART II


Item  6.   Exhibits  And  Reports  On  Form  8-K

(A)  Exhibits

     No.              Description
     ---              -----------

     27.1             Financial  Data  Schedule

(B)  Reports  On  Form  8-K.  No  Reports  Were  Filed  On  Form 8-K During This
     Quarter.

Signatures

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

          DDR  Systems,  Inc.


          Date:  01/12/01

          /s/  Glenn  Jones
          -----------------
               Glenn  Jones
               President  &  Director


                                       12
<PAGE>
Index  To  Exhibits

Exhibit

No.                Description                          Page  No.

27.1               Financial  Data  Schedule


                                       13
<PAGE>