U.S. SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C. 205490.
                                  FORM 10-QSB/A

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

                For the quarterly period ended September 30, 1998
                                       OR
     ( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
                                       ACT
                                     OF 1934

             For the transition period from_________ to_____________

                          Commission file number 0-3718

                            AmeriNet Group.com, Inc.
                           --------------------------
             (Exact name of registrant as specified in its charter)

                               Delaware 11-2050317
                               -------- ----------
          (State or other jurisdiction of (IRS Employer Identification
                     incorporation or organization) Number)


           902 Clint Moore Road, Suite 136; Boca Raton, Florida 33487
                    ----------------------------------------
                    (Address of principal executive offices)

                                 (561) 998-3435
                                  ------------
              (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  (or for such  shorter  period  that the
registrant was required to file such report(s), and (2) has been subject to such
filing requirements for the past 90 days.

Yes X No
   ---  ---

     As at September 30, 1998, the registrant had outstanding  4,116,148  shares
of Common Stock, par value $0.01.

Transitional Small Business Disclosure Format:

Yes   No X
   ---  ---



                           EQUITY GROWTH SYSTEMS, inc.

                                      Index



                                             Page
                                             ----
Item 6.  Index of Exhibits                   3

         Signatures                          4

                                       2



Item 6.    Index of Exhibits

Exhibit     Page    Description
3.2         *       Amended & Restated Bylaws as of December, 1998.
10.22       *       Recent stock subscription agreements
10.23       4       Consulting agreement with the Yankee Companies dated
                    November 24, 1998.
10.24       *       Recent settlements and releases with creditors
10.25       *       Proposed Settlement agreement and release with
                    Mr. Granville-Smith
10.26       *       Stock purchase option agreement with Mr. Scimeca
99.12       *       Written Consent in Lieu of Special Meeting of Board of
                    Directors for November 6, 1998
99.13       *       Minutes of Special Meeting of Board of Directors for
                    November 27, 1998
99.14       *       Minutes of Special Meeting of Board of Directors for
                    December 8, 1998
99.15       *       Amended Notice Special Meeting of Board of Directors
                    for December 8, 1998
99.16       *       Minutes of Special Meeting of Board of Directors Part 1,
                    for December 11, 1998
99.17       *       Notice of Special Meeting of Board of Directors for
                    December 11, 1998
99.18       *       Minutes of Special Meeting of Board of Directors Part 2,
                    for December 11, 1998


*Filed as exhibits to the 10-QSB filed on December 17, 1998

                                        3



                                   SIGNATURES

     Pursuant to the  requirements of the Securities Act of 1934, the Registrant
had duly  caused  the  report  to be signed  on its  behalf  by the  undersigned
thereunto duly authorized.

                            AmeriNet Group.com, Inc.

Dated: September 21, 1999

                              /s/ Michael H. Jordan
                           --------------------------
                          Michael H. Jordan, President

                                       4