UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 10-K/A
(Mark one)

X ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES
- ---- EXCHANGE ACT OF 1934 [FEE REQUIRED]

For the Fiscal year ended January 31, 2001 .
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
- --- EXCHANGE ACT OF 1934 [NO FEE REQUIRED]

For the transition period from to .
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Commission File Number 0-2180

COVISTA COMMUNICATIONS, INC. .
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(Exact name of Registrant as specified in its charter)

New Jersey 22-1656895
- -------------------------------- ------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)

150 Clove Road, Little Falls, New Jersey 07424
(Address of principal executive offices)(Zip Code)

Registrant's telephone number, including area code: (973) 812-1100

Securities registered pursuant to Section 12 (b) of the Act:
None

Securities registered pursuant to Section 12 (g) of the Act:
Common Stock, $.05 par value per share

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 reports), and (2) has been subject to such filing
requirements for the past 90 days.

Yes X No
--- ---

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K is not contained herein, and will not 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-K or any amendment to this
Form 10-K _____

Aggregate market value (based upon a $3.00 closing price) of the voting stock
held by nonaffiliates of the Registrant as of April 25, 2001: $7,904,604

Number of shares of Common Stock outstanding on April 25, 2001: 11,769,405

Documents Incorporated By Reference:
None

The undersigned Registrant hereby amends Part III, Item 12 of its
Annual Report on Form 10-K filed with the Securities and Exchange
Commission on April 30, 2001. Footnote (3) to the table for the
Security Ownership of Certain Beneficial Owners and Management and
section (c) Changes in Control are being amended. The $13,000,000 loan
made by Mr. Donald Burns to Mr. Walt Anderson, Gold & Appel Transfer
S.A. and Revision LLC, for which Revision LLC and the Foundation for
the Non-Governmental Development of Space (FINDS) have pledged shares
of the Registrant to secure the loan is not in default. Accordingly
footnote (3) is amended to read as follows:

Includes 1,179,732 shares owned of record by Revision LLC, and 703,529
shares owned of record by FINDS, which shares are pledged to Mr. Burns
to secure a loan.

Section (c) is amended to read as follows:

In August, 2000, Walt Anderson and two entities controlled by him,
Gold & Appel Transfer, S.A. and Revision LLC, along with FINDS,
entered into a Stock Pledge Agreement with Donald A. Burns, which was
subsequently amended in October 2000 (as amended, the "Pledge
Agreement"). Pursuant to the Pledge Agreement, Revision LLC has
pledged 1,179,732 shares of Common Stock, and FINDS has pledged
703,529 shares of Common Stock, to secure a $13,000,000 loan made by
Mr. Burns to Mr. Anderson, Gold & Appel Transfer, S.A. and Revision
LLC. Were Mr. Burns to foreclose upon the 1,883,261 shares of Common
Stock pledged pursuant to the Pledge Agreement, which represent
approximately 16% of the outstanding Common Stock, it could result in
a change of control of the Registrant. Gold & Appel has paid back
approximately $4,200,000 of principal on this loan from Mr. Burns.
The current value of the loan with accrued interest is approximately
$9,250,000.

On February 1, 2001, the Board of Directors of the Registrant
authorized a transaction (the "Stock Issuance Transaction") involving
the issuance and sale of a total of 3,500,000 shares of Common Stock
to the following three persons (the "Purchasers") in the amounts
indicated: Kevin Alward, 1,000,000 shares; A. John Leach, 500,000
shares; and Henry G. Luken, III, 2,000,000 shares. Pursuant to the
rules of the NASD, consummation of the Stock Issuance Transaction was
subject to the approval of the Registrant's shareholders because
Messrs. Leach and Luken currently were directors and officers of the
Registrant, and, in addition, it was expected that Mr. Alward would
become an officer of the Registrant. The transaction was approved at a
special shareholders meeting on March 29, 2001. The stock was issued
in April , 2001.

A change in control of the Registrant may be deemed to have occurred
as a result of the foregoing transactions, as Walt Anderson now
controls 11.57% of the outstanding Common Stock, and Henry G. Luken
III now controls 29.46% of the outstanding Common Stock

Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the Registrant has duly caused this Amendment No. 1
to the Annual Report on Form 10-K to be signed on its behalf by the
undersigned, thereunto duly authorized, in Little Falls, New Jersey on May
1, 2001.

COVISTA COMMUNICATIONS, INC.
(Registrant)

By: /S/ Henry G. Luken III_
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Henry G. Luken III
Chairman of the Board

Pursuant to the requirements of the Securities Exchange Act of 1934, this
Amendment to the Annual Report on Form 10-K has been signed below by the
following persons on behalf of the Registrant and in the capacities and on
the dates indicated.

Signature Title Date
- --------- ----- ----

/S/ Henry G. Luken III Chairman of the Board May 1, 2001
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Henry G. Luken III

/S/ Walt Anderson Director May 1, 2001
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Walt Anderson

/S/ Jay J. Miller Director May 1, 2001
- ------------------------
Jay J. Miller

/S/ Leon Genet Director May 1, 2001
- ------------------------
Leon Genet

/S/ A. John Leach Director, President and May 1, 2001
- ------------------------ Chief Executive Officer
A. John Leach

/S/ Thomas P. Gunning Vice President, Treasurer and May 1, 2001
- ------------------------ Secretary, Chief Financial Officer
Thomas P. Gunning and Principal Accounting Officer