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UNITED STATES
SECURITIES AND EXCHANGE COMMISSIONWashington D.C. 20549

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FORM 10-KSB/A

(Mark One)

|/x/ | ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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For the Fiscal Year ended December 31, 2000

|/ / | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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For the transition period from  to

Commission file number 000-17001

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CECS CORP.(Name of small business issuer in its charter)

DELAWARE(State or other jurisdiction of
incorporation or organization)

52-1529536(I.R.S. employer identification No.)111 Queen Anne Avenue North, Suite 501
Seattle, Washington(Address of principal executive offices)

98109(Zip Code)


Issuer's telephone number, including area code:(206) 279-9200

Securities
registered under Section 12(b) of the Exchange Act:NONE

Securities
registered under Section 12(g) of the Exchange Act:

COMMON STOCK, PAR VALUE $.01 PER SHARE(Title of class)

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Check
whether the issuer (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 / /

Check
if there is no disclosure of delinquent filers in response to Item 405 of Regulation S-B 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-KSB or any amendment to this Form 10-KSB. /x/

Issuer's
revenues for the year ended December 31, 2000:    $0

Aggregate
market value of the voting stock held by non-affiliates of the registrant based upon a price of $.01 per share, the closing price of the registrant's Common Stock at March
29, 2001:    $477,179

For
purposes of this calculation, all directors and officers of the registrant have been considered affiliates.

Number
of outstanding shares of Common Stock at March 29, 2001:    47,717,875

Transitional
Small Business Disclosure Format (check one): Yes / /  No /x/

DOCUMENTS INCORPORATED BY REFERENCE

Portions of the definitive proxy statement (the "Definitive Proxy Statement") to be filed with the Securities and Exchange Commission relative to the Company's
2001 Annual Meeting of Stockholders are incorporated by reference into Part III of this Report.

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PART III

The information called for by Items 9-12 of Form 10KSB are contained in the definitive proxy statement (the "Definitive Proxy Statement") to be filed with the
Securities and Exchange Commission relative to the Company's 2001 Annual Meeting of Stockholders and is hereby incorporated by reference to the Definitive Proxy Statement, as filed.

Item 13. Exhibits, List and Reports on Form 8-K

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SIGNATURES

In accordance with Section 13 or 15(d) of the Exchange Act, the registrant caused this report on Form 10KSB for the period ending December 31, 2000 to be
signed on its behalf by the undersigned, thereunto duly authorized.

|                     |  | CHOICES ENTERTAINMENT CORPORATION
|-------------------- |  | ---------------------------------
|Date: April 18, 2001 |  | By:                              
|Date: April 18, 2001 |  | By:                              

In
accordance with the Exchange Act, this report is signed by the following persons on behalf of the registrant in the capacities and on the dates indicated.

|/s/PATRICK HOWARDPatrick Howard |  | Director |  | April 18, 2001
|------------------------------- |  | -------- |  | --------------
|/s/TRACY M. SHIERTracy M. Shier |  | Director |  | April 18, 2001
|/s/THOMAS RENNAThomas Renna     |  | Director |  | April 18, 2001

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INDEX TO EXHIBITS

|Exhibit No. |        | Description of Exhibit                                                                                                        
|----------- | ------ | ------------------------------------------------------------------------------------------------------------------------------
|3           | (a)    | Certificate of Incorporation, as amended(1)                                                                                   
|            | (b)    | Certificate of Designations of Series C Preferred Stock, as amended(2)                                                        
|            | (c)    | Amended and Restated By-Laws,(13)                                                                                             
|4           |        | Form of certificate evidencing shares of Common Stock(14)                                                                     
|10          | (a)    | Stock Option and Appreciation Rights Plan of 1987 (4)                                                                         
|            | (b)    | Form of Long-Term Management Incentive Stock Option Agreement(5)                                                              
|            | (c)    | Form of 1991 Management Option Agreement(5)                                                                                   
|            | (d)    | Consulting Agreement between Registrant and Ronald W. Martignoni(6)                                                           
|            | (e)    | Severance Benefits Agreement, as amended, between Registrant and Lorraine E. Cannon(7)                                        
|            | (f)    | Form of 1994 Management Option Agreement(7)                                                                                   
|            | (g)    | Non-Employee Director Stock Option Agreement between Registrant and Fred E. Portner(8)                                        
|            | (h)    | Non-Employee Director Stock Option Agreement between Registrant and Fred E. Portner(9)                                        
|            | (i)    | Non-Employee Director Stock Option Agreement between Registrant and James D. Sink(9)                                          
|            | (j)    | Asset Purchase Agreement, dated December 16, 1996, as amended, between West Coast Entertainment Corporation and Registrant(10)
|10.99       | (a)    | Consulting Agreement between Registrant and Thomas Renna(11)                                                                  
|            | (b)    | Letter of Intent to Acquire Republic Hotel Investors, Inc.(12)                                                                
|            | (c)    | Termination Contract with Republic Hotel Investors, Inc.(13)                                                                  
|            | (d)    | Sublease Agreement between Northwest Strategies, Inc. and CECS, Inc. [sic.] dated May 25, 2000(14)                            
|            | (e)    | Private Placement Subscription Agreement dated January 12, 2000 re: Photochannel Networks Inc.(14)                            
|            | (f)    | Subscription Agreement re: Tridium Research, Inc. dated March 1, 2000(14)                                                     
|            | (g)(1) | Promissory NoteSpeaklink Inc. dated October 19, 2000(14)                                                                     
|            | (g)(2) | Promissory NoteSpeaklink Inc. dated October 27, 2000(14)                                                                     
|            | (h)(1) | Fastvoice Term SheetThird Party dated October 31, 2000(14)                                                                   
|            | (h)(2) | Promissory NoteFastvoice.com dated January 11, 2001(14)                                                                      
|21          |        | Subsidiaries of Registrant(14)                                                                                                

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