SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                  Form 10 - QSB/A No. 1
                                Quarterly Report

                     Pursuant to Section 13 or 15 (d) of the
                       Securities Exchange Act of 1934 For
                           the Quarterly Period Ended
                                 March 31, 2001

                         RAVEN MOON INTERNATIONAL, INC.
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             (Exact name of registrant as specified in its charter)

          Florida                   000-24727                  59-3485779
  -----------------------         ---------------           -----------------
 (State or other jurisdic-       (Commission File          (I.R.S. Employer
   tion of incorporation)             Number)              Identification No.)

            120 International Parkway, Suite 220, Heathrow, FL 32746
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                    (Address of principal executive offices)

        Registrant"s telephone number, including area code (407) 304-4764


          ------------------------------------------------------------
         (Former name or former address, if changed since last report.)

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                                     PART II

OTHER INFORMATION

Item 2. Changes in Securities and Use of Proceeds.

     During the quarter ended March 31, 2001, the Company sold to approximately
57 existing shareholders of the Company units of securities consisting of
convertible debentures, shares of common stock, warrants to purchase common
stock, and convertible preferred stock. The Company issued a total of 10,616,500
shares of common stock, $217,330 principal amount of convertible debentures,
warrants to purchase up to 217,330 shares of common stock, and 2,173,300 shares
of convertible preferred stock. The majority of the convertible debentures are
convertible into shares of common stock at any time prior to maturity at a
conversion rate of $.0385 per share. Certain of the debentures are convertible
at a rate of $.044 per share. All of the debentures have been converted into
common stock. The warrants expire two years from the date of issue and entitle
the holder, at any time prior to maturity, to purchase one share of common stock
for dollar of principal amount of convertible debenture at an exercise price of
$.0385 per share. The units of securities were sold in reliance upon Section
4(2) of the Securities Act of 1933, as amended and the rules and regulations
promulgated thereunder. The Company retained 100% of the proceeds from the sale
of the securities, no underwriters were used and no commissions or discounts
were paid in connection with the offer and sale of these securities.

     During the same quarter, the Company issued approximately 4,000,440 shares
of common stock upon the conversion of convertible preferred stock into common
stock, and issued approximately 20,373,427 shares of common stock upon
conversion of approximately $710,129 principal amount of convertible debentures.

     The Company issued a total of 6,750,000 shares of common stock as
compensation for professional services. The securities also were sold in
reliance upon Section 4(2) of the Securities Act of 1933, as amended, and the
rules and regulations thereunder. No underwriters were used, and the Company
paid no commissions or fees in connection with the issuance of these securities.
The names of the individuals and the number of shares of common stock issued to
each are as follows:

           Name                                    Number of Shares
           Toby Martin                             5,000,000
           David Sifford                           250,000
           Greg Chapin                             700,000
           Terrell H. Amers                        50,000
           Robert Schauf                           250,000
           Andy McWhirter                          125,000
           Mary James                              125,000
           Richard Howard                          250,000
                    Totals                         6,750,000

<PAGE>


                                   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 hereunto duly authorized.


                                            RAVEN MOON INTERNATIONAL, INC.

Dated: June 29, 2001                        By:  /s/  Joey DiFrancesco
                                               --------------------------------
                                                      Joey DiFrancesco
                                                         President