UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                 FORM 10-KSB/A
                                Amendment No. 1
(Mark One)
[X]  ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
     ACT OF 1934

     For the fiscal year June 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: 0-27138

                             DIAMOND EQUITIES, INC.
                 ----------------------------------------------
                 (Name of Small Business Issuer in its Charter)

           Nevada                                         88-0232816
------------------------------                 ---------------------------------
State or Other Jurisdiction of                 (IRS Employer Identification No.)
Incorporation or Organization

 216 S. Alma School Road, Mesa, Arizona                     85210
----------------------------------------                  ----------
(Address of Principal Executive Offices)                  (Zip Code)

                                 (480) 898-1846
                ------------------------------------------------
                (Issuer's Telephone Number, Including Area Code)

       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 $.001 per share

     Check  whether the issuer:  (1) filed all Reports 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 here 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  definite  proxy  or
information statements incorporated by reference in Part III of this Form 10-KSB
or any amendment to this Form 10-KSB. [X]

     The  Issuer's  gross  revenues  for the  year  ended  June 30,  2000,  were
$689,289.

     The market price of the voting stock held by non-affiliates  (approximately
1,876,763  shares as of June 30, 2000) based upon the prices of such stock as of
October 4, 2000, as reported in the OTC pink sheets was $0.26.

     The number of shares of Common Stock of the issuer  outstanding  as of June
30, 2000 was 9,580,059.

     Transitional Small Business Disclosure Format (check one): Yes [ ]  No [X]

                      Documents incorporated by Reference:
                                      NONE
<PAGE>
                   EXPLANATORY NOTE REGARDING AMENDMENT NO. 1:

     This Amendment No. 1 is being filed solely to correct a "missing" Financial
Data  Schedule  which was  inadvertently  left out of the Form 10-KSB of Diamond
Equitities,  Inc. for the year ended June 30, 2000 as filed with the  Securities
and Exchange Commission on October 13, 2000 .

ITEM 13. EXHIBITS LIST AND REPORTS ON FORM 8-K.

     (a)  The following exhibits are furnished with this Report pursuant to Item
          601 of Regulation SB-2.

Exhibit No.                 Description of Exhibit                Reference
-----------                 ----------------------                ---------
    27                      Financial Data Schedule               Filed herewith

     (b)  Reports on Form 8-K: The current  reports on Form 8-K which were filed
          during the last  quarter of the period  covered by this  Report by the
          Registrant with the Securities and Exchange Commission are:

          NONE
<PAGE>
                                   SIGNATURES

In accordance with Section 13 or 15(d) of the Exchange Act, the registrant has
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.

DIAMOND EQUITIES, INC.
Registrant

By:  /s/ David D. Westfere
     -----------------------------------------
     David D. Westfere, President

Date: October 23, 2000


By:  /s/ Todd D. Chisholm
     -----------------------------------------
     Todd D. Chisholm, Chief Financial Officer

Date: October 23, 2000