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

                                  FORM 10-QSB/A

              (X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

                    For the quarter ended September 30, 1999

             ( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

               For the transition period from _________to_________

                           Commission File No. 0-12374


                                  EQUITEX, INC.
             ------------------------------------------------------
             (Exact Name of Registrant as Specified in its Charter)


Delaware                                                              84-0905189
-------------------------------                              -------------------
(State or other jurisdiction of                                    (IRS Employer
incorporation or organization)                               Identification No.)

                            7315 East Peakview Avenue
                            Englewood, Colorado 80111
               ---------------------------------------------------
               (Address of principal executive offices) (Zip code)


                                 (303) 796-8940
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               (Registrant's telephone number including area code)


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,  and (2) has been subject to such filing  requirements
for the past 90 days. Yes [X] No [ ]

Number of shares of common stock outstanding at November 12, 1999: 7,106,943

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                                  EQUITEX, INC.
                                      INDEX


 .                                                                       PAGE
                                                                        ----
PART II. OTHER INFORMATION

Item 5.  Market for Registrant's Common Equity
           and Related Stockholder Matters                               1

         Signatures                                                      2


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                           PART II. OTHER INFORMATION

Item 2. Changes in Securities

     On July 7, 1999, the Registrant  issued 35,000 shares of it common stock in
     exchange for 35,000 warrants to purchase common stock at $5.00 per share to
     an  accredited  investor. The  Registrant  relied on the  exemptions  from
     registration provided by Sections 4(2) and/or 4(6) of the Securities Act of
     1933, as amended (the "Act") and/or Rule 506 promulgated thereunder.

     On August  23,  1999,  the  Registrant  issued  250  shares of its Series E
     Preferred  Stock valued at $2,531,000 to the  stockholders of First Bankers
     Mortgage  Services,  Inc.  ("FBMS") in consideration for the acquisition of
     FBMS.  Each share of Series E  Convertible  Preferred  Stock  automatically
     converts  to 1,000  shares  of common  stock  upon (i) the  approval  of an
     increase in the authorized  shares of common stock from 7,500,000 shares to
     50,000,000  or the  subsequent  merger of the Company  with or into another
     company or (ii) the sale of substantially all the Registrant's  assets. The
     Registrant relied on the exemptions from registration  provided by Sections
     4(2) and/or 4(6) of the Act and/or Rule 506 promulgated thereunder.

     On August 27, 1999, the  Registrant  issued 1,200 shares of its Series D 6%
     Convertible Preferred Stock to an accredited investor for total proceeds of
     $1,200,000.  The Series D Preferred  Stock is  convertible at any time, and
     from time to time at a conversion  price per share of Common Stock equal to
     65% of the market price of the Common Stock as reported by the Nasdaq Stock
     Market  for the  five  days  immediately  preceding  conversion,  including
     interest due and payable.  The  Registrant  relied on the  exemptions  from
     registration  provided by Sections  4(2) and/or 4(6) of the Act and/or Rule
     506 promulgated thereunder.

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                                   SIGNATURES

Pursuant  to the  requirements  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.


                                       EQUITEX, INC.
                                       (Registrant)



Dated: December 21, 2000               By: /s/   Henry Fong
                                           ------------------------------
                                           Henry Fong
                                           President, Treasurer and Chief
                                           Financial Officer



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