SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                  FORM 10 QSB/A
                                  -------------
                                   (Mark One)

[X]              QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF
                       THE SECURITIES EXCHANGE ACT OF 1934

                         For the quarterly period ended
                                October 31, 2000

[ ]           TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF
                       THE SECURITIES EXCHANGE ACT OF 1934

                         For the transition period from       to
                                                       ------    ------

                         Commission File Number 0-24801

Delaware 82-0506425 (State or other Jurisdiction of incorporation) (IRS Employer
Identification No.)

AQUA VIE BEVERAGE CORPORATION
(Exact Name of Registrant as Specified in its Charter)

P.O. Box 6759 333 South Main Street Ketchum, Idaho 83340
(Address of principal executive offices)

208/622-7792
(Registrant's telephone number)

Indicate by check mark whether the registrant (1) filed all reports  required to
be filed by Section 13 or 15(d) of the  Securities  Exchange  Act of 1934 during
the last 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 [ ] NO [X] As of the quarter ending October 31, 2000 the Registrant has been
subject to the filing  requirements  of the Securities Act of 1934 for less than
90 days.

Indicate the number of shares  outstanding  of each of the  issuer's  classes of
common equity, as of the latest practicable date.

Class                                       Outstanding at October 31, 2000

Common Stock, Par value $0.001                     32,481,408



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<CAPTION>

ITEM 1. FINANCIAL STATEMENTS:

AQUA VIE BEVERAGE CORPORATION
BALANCE SHEETS

                                                                                 OCT. 31, 2000        JUL. 31, 2000
                                                                                 -------------        -------------
                                                                                  (UNAUDITED)
<S>                                                                               <C>                  <C>
ASSETS
CURRENT ASSETS
Cash and cash equivalents                                                         $    95,900          $    11,127
Accounts receivable  (net of $0 allowance for doubtful accounts)                      150,872               25,238
Inventories                                                                            97,853              249,790
Prepaid expenses and deposits                                                          23,858               93,476
                                                                                  -----------          -----------
TOTAL CURRENT ASSETS                                                                  368,483              379,631

Equipment (net of $37,159 and $6,212 accumulated depreciation)                        118,342              127,489

Intangibles (net of $21,937 and $12,188 accumulated amortization)                      75,563               78,000
                                                                                  -----------          -----------
TOTAL ASSETS                                                                      $   562,388          $   585,120
                                                                                  ===========          ===========

LIABILITIES AND STOCKHOLDERS' DEFICIT
CURRENT LIABILITIES
Accounts payable                                                                  $   364,508          $   154,621
Overdraft payable                                                                     115,137                 --
Notes payable                                                                         994,500              792,000
Accrued expenses                                                                      545,785              467,564
Loan from related party                                                               459,210              353,600
                                                                                  -----------          -----------
TOTAL CURRENT LIABILITIES                                                           2,479,140            1,767,785
                                                                                  -----------          -----------
Long-term debt                                                                           --                 18,362
                                                                                  -----------          -----------
TOTAL LIABILITIES                                                                   2,479,140            1,786,147

Commitments and Contingencies                                                            --                   --

STOCKHOLDERS' DEFICIT
Preferred stock: $0.001 par value (authorized),
  issued and outstanding:
  Series A (200,000), outstanding: 2,557 and 2.557                                          3                    3
  Series B (200,000), outstanding: 4,653 and 4,653                                          4                    4
  Series C (10,000), outstanding: 200 and 200                                               2                    2
Common stock:
    $0.001 par value, 120,000,000 shares authorized
     Issued and outstanding: 32,481,408 and 30,811,408                                 32,481               30,811
Additional paid in capital                                                          2,498,908            2,422,234
Deficit accumulated during the development stage                                   (4,448,150)          (3,654,081)
                                                                                  -----------          -----------
TOTAL STOCKHOLDERS' DEFICIT                                                        (1,916,752)          (1,201,027)
                                                                                  -----------          -----------
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT                                       $   562,388          $   585,120
                                                                                  ===========          ===========
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<CAPTION>

AQUA VIE BEVERAGE CORPORATION
STATEMENTS OF OPERATIONS

                                                                       THREE MONTHS ENDED
                                                            OCT. 31, 2000             OCT. 31, 1999
                                                            -------------             -------------
                                                             (UNAUDITED)               (UNAUDITED)
<S>                                                         <C>                        <C>
REVENUES                                                    $    192,256               $     13,124

COST OF SALES                                               $    137,399               $       --
                                                            ------------               ------------

GROSS PROFIT                                                $     54,857               $     13,124

OPERATING EXPENSES
Promotion and advertising                                        457,687                     64,960
General and administrative                                       341,854                    183,175
Legal and accounting                                              11,953                    126,471
Depreciation and amortization                                     19,837                      8,649
                                                            ------------               ------------
TOTAL OPERATING EXPENSES                                         831,331                    383,255
                                                            ------------               ------------

Loss from operations                                            (776,474)                  (370,131)
                                                            ------------               ------------
Interest expense                                                  17,595                     39,055
                                                            ------------               ------------
Net loss                                                    $   (794,069)              $   (409,186)
                                                            ------------               ------------
Basic and diluted loss per share                            $      (0.02)              $      (0.02)
                                                            ============               ============

Weighted average number of shares outstanding:                31,558,908                 23,099,921

</TABLE>

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<TABLE>
<CAPTION>

AQUA VIE BEVERAGE CORPORATION
STATEMENTS OF CASH FLOWS


                                                                   THREE MONTHS ENDED
                                                                       OCTOBER 31,
                                                              2000                   1999
                                                          -----------            -----------
                                                          (unaudited)            (unaudited)
<S>                                                       <C>                     <C>
OPERATING ACTIVITIES
  Net loss                                                $(794,069)              $(409,186)
ADJUSTMENTS TO RECONCILE NET LOSS
TO NET CASH USED BY OPERATING ACTIVITY:
  Depreciation and amortization                              40,696                   8,650
  Accrued compensation                                       60,000                  60,000
CHANGES IN OPERATING ASSETS AND LIABILITIES:
  Advances to shareholder                                      --                   (57,250)
  Accounts receivable                                      (125,634)                (89,534)
  Accounts payable                                          209,887                  28,084
  Overdrafts Payable                                        115,137                    --
  Accrued expenses                                           18,221                   6,084
  Loan from related party                                   105,610
  Inventories                                               151,937                 (47,085)
  Prepaid expenses                                          (69,618)                109,183
                                                          ---------               ---------
NET CASH USED BY OPERATING ACTIVITIES                      (287,833)               (391,054)

INVESTING ACTIVITIES
  Purchases of equipment                                       --                      --
                                                          ---------               ---------
NET CASH USED BY INVESTING ACTIVITIES                          --                      --

FINANCING ACTIVITIES
  Proceeds from sale of stock                               188,468                 280,028
  Proceeds from notes payable                               202,500                  90,000
  Long-term debt                                            (18,362)                   --
NET CASH PROVIDED BY FINANCING ACTIVITIES                   372,606                 370,028

  Increase (Decrease) in cash                                84,773                 (21,026)
  Cash - Beginning of period                                 11,127                  27,298
                                                          ---------               ---------
CASH - END OF PERIOD                                      $  95,900               $   6,272
                                                          =========               =========
SUPPLEMENTAL CASHFLOW INFORMATION:
Corporate income taxes paid                               $    --                 $    --
Interest paid                                             $  17,595               $    --

</TABLE>

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NOTES TO FINANCIAL STATEMENTS (UNAUDITED)

(1)  The  accompanying  financial  statements  are  un-audited.  The  un-audited
financial  statements  and  notes are  presented  as  permitted  by Form 10 QSB.
Certain  information and footnote  disclosures  normally included with financial
statements prepared in accordance with generally accepted accounting  principles
have been  condensed  or omitted,  although  the  Registrant  believes  that the
disclosures are adequate to make the information presented not misleading. It is
suggested that these condensed financial  statements be read in conjunction with
the financial  statements and notes thereto included in the Registrant's  annual
report for the fiscal  year ending  July 31,  2000  contained  in the FORM 8 K/A
filed on November 15, 2000.

(2)  In  the  opinion  of  management,  the  accompanying  un-audited  financial
statements  contain all  adjustments,  consisting of only a normal and recurring
nature,  necessary to present fairly the financial position of the Registrant as
of October 31, 2000 and the results of operations and cash flows for the interim
period presented.  Operating results for the three months ended October 31, 2000
are not  necessarily  indicative of the results to be expected for the full year
ending July 31, 2001.

(3) The  Company's  ability  to  commence  full  and  expanding  operations  for
production and  distribution of its product line will depend upon its ability to
identify  and  raise  the  capital  it will  require  to  achieve  the goals and
objectives of its business venture plan.

(4) STOCKHOLDERS' EQUITY

A.  Preferred  Stock:  The Company is  authorized to issue  1,000,000  shares of
preferred stock at $0.001 par value with such designations, voting, other rights
and preferences as may be determined from time to time by the Board of Directors
and the Consent of the  Shareholders.  Currently  there are  authorized  200,000
shares of Series A Preferred of which 2,557 are  outstanding;  200,000 shares of
Series B Preferred of which 4,653 are  outstanding and 10,000 Series C Preferred
of which 200 have been issued and are outstanding.

B. Common Stock: The Company is authorized to issue 120,000,000 shares of common
stock of which  32,481,408  were  outstanding on October 31, 2000. As of October
31, 2000 the 2,557 shares of Series A Preferred and the 4,653 shares of Series B
Preferred  were  convertible  to common stock at the rate of 1,924.7  common for
each A and B Preferred  Share.  If converted  they represent  13,877,087  common
shares.  The Series A and B Preferred are subject to restrictive  covenants that
allow for the  remainder  to become  fully  convertible  as of October 15, 2001.
Under certain  circumstances  these restrictions can be modified and waived. The
200 Series C Preferred Shares can be converted to 200,000 common shares.

(5) CORRECTION OF AN ERROR

The accompanying financial statements for October 31, 2000 have been restated to
correct  an  error  in the  amount  of  revenues  reported.  The  effect  of the
restatement of revenues was to decrease the amount of revenues by $417,000, cost
of goods sold by $149,000 and  promotion  and  advertising  expense by $268,000.
This  correction had no effect on net income or earnings per share as previously
reported for October 31, 2000.

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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS

        All references  herein to the "Registrant" and to the "Company" refer to
Aqua Vie Beverage Corporation.

CAUTIONARY STATEMENT FOR PURPOSES OF THE SAFE HARBOR PROVISIONS OF THE PRIVATE
SECURITIES LITIGATION REFORM ACT OF 1995

        Statements  in this  discussion  which are not  historical  facts may be
considered  forward-looking  statements within the meaning of Section 21E of the
Securities  Exchange Act of 1934,  as amended.  The words  "believe",  "expect",
"anticipate",  "estimate"  and  similar  expressions  identify  forward  looking
statements.  Any forward looking statements involve risks and uncertainties that
could cause actual  events or results to differ,  perhaps  materially,  from the
events or results described in forward looking statements. Readers are cautioned
not to place undue  reliance on these  forward-looking  statements,  which speak
only as of their dates. The Company  undertakes no obligation to publicly update
or  revise  any  forward  looking  statements,   whether  as  a  result  of  new
information,  future events or otherwise.  Risks  associated  with the Company's
forward looking  statements  include,  but are not limited to, risks  associated
with the  Company's  history of losses  and  uncertain  profitability,  need for
market  acceptance of the  HYDRATRORTM  product line, the Company's  reliance at
this time on a single  product  line,  reliance on the market  distribution  and
retail system and risks associated with the Company's international  operations,
currency  fluctuations,  the  risk of new and  different  legal  and  regulatory
requirements,   governmental  approvals,   tariffs  and  trade  barriers,  risks
associated  with  competition  and  technological  and  product   innovation  by
competitors, dependence on proprietary formulas, general economic conditions and
conditions  in  the  beverage  industry,  reliance  on key  management,  limited
manufacturing  production  history with respect to the aseptic  bottling system,
dependence on key suppliers,  future capital needs and uncertainty of additional
financing,  potential  recalls  and  product  liability,  dilution,  effects  of
outstanding  convertible debentures and preferred stock , limited public market,
liquidity,  possible  volatility  of stock price,  recently  adopted new listing
standards for NASDAQ securities and environmental matters.

The following  discussion and analysis  should be read in  conjunction  with the
Financial  Statements,  related  notes and other  information  included  in this
quarterly report on FORM 10QSB.

         FINANCIAL CONDITION, LIQUIDITY AND CAPITAL RESOURCES

         Aqua Vie Beverage Corporation, a Delaware corporation, was incorporated
         on  July  30,  1998.  For a  more  detailed  description  of  corporate
         structure,  refer to the Company's Form 10-KSB.  Throughout most of its
         fiscal  year  ending  July  31,  2000,   Aqua  Vie  was  a  traditional
         development   stage  company  whose  early  efforts   encompassed   the
         development  and marketing of several  flavors of bottled water. In the
         quarter  ended  October 31,  2000,  the  Company  has  appeared to have
         emerged from the development  stage and actively  commenced the sale of
         its products.

         At  October  31,  2000,   the   Company's   total  assets  of  $562,000
         approximated  that of $585,000 at its July 31, 2000  year-end  although
         the  composition  of the assets  changed  during this interim period as
         most of the year-end  inventories  were sold and  converted to accounts
         receivable.  While total current assets at October 31, 2000 of $368,000
         remained  consistent  with  year-end  current  assets of $380,000,  the
         Company's  current  liabilities  climbed from  $1,768,000 at July 31 to
         $2,479,000  at October 31 during  this same three  month  period as the
         Company funded larger operating losses with increased short-term debt.

         During its first two years of existence (from inception to July 31,
         2000),  the  Company  accumulated  a  deficit  of  $3,654,000.  In  the
         subsequent   three  months  ended  October  31,  2000,   the  Company's
         accumulated  deficit grew to $4,448,150 as the Company's  marketing and
         executive expenses  burgeoned,  creating a quarterly  operating loss of
         $776,000.

                                       6
<PAGE>

         LIQUIDITY AND CAPITAL RESOURCES

         The  Company's  revenues of $192,256 for the quarter  ended October 31,
         2000 were greater than the $152,000 of revenues in its prior
         fiscal year and a dramatic increase from the $13,000 of revenues in the
         corresponding first quarter (10-31-99) of its prior fiscal year.

         Because it has sustained recurring losses from operations,  the Company
         cannot  assure  that it will be able to fully  carry  out its  plans as
         budgeted without additional operating capital. At October 31, 2000, the
         Company  had  negative  working  capital  of  $2,111,000.  This  amount
         represents a further  deterioration in liquidity and capital  resources
         from its negative  working  capital  position of $1,388,000 at July 31,
         2000 and represents increased deterioration from the Company's negative
         working capital of $663,000 at July 31, 1999.

         In the three  months  ended  October 31,  2000,  the  Company  funded a
         portion  of its  operations  from the sale of its common  stock,  which
         raised  $188,000  in  cash.  In  addition,  $288,000  of its  quarterly
         operations were financed by a combination of increasing  trade payables
         and accrued  expenses,  while an  additional  $202,000  was raised from
         short-term  notes and another  $106,000 from  short-term  related party
         loans.  This recent mix of diversified  funding sources  contrasts with
         the corresponding  quarter of the prior year when the primary source of
         funds was $280,000 originating with the Company's sale of its stock.

         The  Company  recently  paid off its only  long-term  debt,  which  was
         $18,000 at July 31,  2000,  and now stands  free of  long-term  debt at
         October 31, 2000.

         The Company  anticipates  that its use of cash will be substantial  for
         the  foreseeable  future.  In  particular,  management  of the  Company
         expects  substantial  expenditures  in  connection  with  production of
         inventory for the planned increase in sales, expansion of the Company's
         marketing  organization,  and to a lesser degree, for quality assurance
         and production and distribution management. The Company does not expect
         to incur  major  capital  expenditures  in the next  year.  Aqua  Vie's
         management  expects that  funding for  operating  expenditures  will be
         available from the issuance of equity and/or debt securities.

                                       7
<PAGE>

         The availability of sufficient future funds for Aqua Vie will depend to
         a significant  extent on the market acceptance of the Company's primary
         product  line.  Accordingly,  the  Company  may be  required  to  issue
         additional  convertible  debentures and/or equity securities to finance
         such working capital requirements. There can be no assurance whether or
         not such financing will be available on satisfactory terms.

         RESULTS OF OPERATIONS

         Aqua Vie commenced operations in 1998 and has only a limited history of
         operations which to date have not been  profitable.  Its operations are
         subject to the risks and competition inherent in the establishment of a
         relatively new business enterprise.

         Aqua Vie is currently  operating at a loss.  While the Company's  first
         quarter  revenues of $192,256 were slightly larger than the revenues of
         the prior fiscal year  ($152,000 for FYE  7-31-00),  sales to date have
         not been  sufficient  to cover the costs of  operations.  The Company's
         ability to develop  increasing  revenues and  profitable  net income is
         dependent upon the effectiveness of its marketing efforts in generating
         sales of its line of flavored spring water products.

         For the three  months  ended  October 31,  2000,  the  Company's  sales
         produced  gross profit of $54,857,  which  compares  favorably with the
         negative  gross profit of $80,000 for the prior  fiscal year  (7-31-00)
         when the Company's cost of sales exceeded the related revenues.

         Operating expenses were $831,331 for the three months ended October 31,
         2000 and were only $383,000 for the same quarterly  period of the prior
         year.  The  year-to-year  change  principally  reflects  an increase in


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<PAGE>

         marketing  expenses of $457,687,  which is primarily from slotting fees
         (one time,  non-recurring  fees charged by large chain stores for shelf
         space),  and which  directly  correlates  with an increase in marketing
         expenses.  During this same  year-to-year  time frame,  the increase in
         operating expenses to a lesser extent reflects heightened  expenditures
         for general and administrative expenses which were substantially offset
         by reduced expenses for professional fees.

         The  Company's  net loss of $794,000 for the three months ended October
         31,  2000  resulted  in a net loss per share of $0.02 for the  quarter.
         This  contrasts  with a net loss of $409,000 for the three months ended
         October 31, 1999, which also posted a per share loss of $0.02.


                          PART II - - OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

There are no legal proceedings against the Company and the Company is unaware of
any such meaningful proceedings contemplated against it. The Company anticipates
that in the future it will have conflicts as regards  certain  Accounts  Payable
for services  invoiced but not adequately  performed and for the use of selected
names for products and product lines in selected market places.

ITEM 2. CHANGES IN SECURITIES

There have not been any in this quarter.

ITEM 3. DEFAULTS ON SENIOR SECURITIES

Not applicable.

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

Not applicable.

ITEM 5. OTHER INFORMATION

Not applicable.

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        Pursuant to the Securities Exchange Act of 1934, the registrant has duly
caused this  registration  report to be signed on its behalf by the  undersigned
thereunto duly authorized.

                          AQUA VIE BEVERAGE CORPORATION
                                  (Registrant)

Date: December 15, 2000               By:  /s/ Thomas Gillespie
    ------------------------            -----------------------------------
                                               Thomas Gillespie
                                               Chief Executive Officer &
                                               President

This  amended  Form  10QSB is being  filed to  correct  the  previously-reported
revenues,  cost of goods sold and promotional  and  advertising  expenses in the
Income  Statement,  some  typographical  errors  and  to  effect  changes  under
"Management's  Discussion  and  Analysis of Financial  Condition  and Results of
Operations"  consisting  of  reflecting  these  conforming  corrections.   These
corrections did not have any impact on the reported  income,  per share earnings
or Assets and Liabilities for this period.



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