UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWASHINGTON, DC 20549_________________________

FORM 10-KSB/A

(Mark One)

|[x]  | ANNUAL REPORT UNDER SECTION 13
    OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934     | 
|---- | -------------------------------------------------------------------------------------- | 
|     | For
    the fiscal year ended September 30, 2007                                       | 
|     |                                                                                        | 
|     | OR                                                                                     | 
|     |                                                                                        | 
|[  ] | TRANSITION
    REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 | 
|     | For the transition
          period from _____________ to ______________               | 

Commission File Number:000-26067

NANOSCIENCE TECHNOLOGIES, INC.(Name of small business issuer in its charter)

|Nevada                                                                                                       |  | 87-0571300                       
|------------------------------------------------------------------------------------------------------------ |  | ---------------------------------
|(State or other jurisdiction of incorporation or organization)                                               |  | (IRS Employer Identification No.)
|                                                                                                             |  |                                  
|101 Hudson Street, Jersey
            City, N.J. 07302(Address of principal executive offices, Zip
    code)

(201) 985-8300(Issuers telephone number)

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

Securities registered pursuant to Section 12(b) of the Exchange Act: Common

Check whether the issuer is not required to file reports pursuant to Section 13 or Section 15(d) of the Exchange Act. [   ]

Check whether the Issuer (1) filed all reports required 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. [X] Yes [   ] No

Check 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 definitive proxy or information statements incorporated by reference in Part III
  of this Form 10-KSB or any amendment to this Form 10-KSB. [   ]

Indicate by check mark whether the
registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act):

[X]
  Yes [   ] No

State issuers revenues for its most recent fiscal year: $0.00

State the aggregate market value of the voting stock held by non-affiliates computed by reference to the price at which the stock was sold, or the average bid and ask prices of such stock as of a specified date within 60
days:  $135,237 as of December 17, 2007.

State the number of shares outstanding of each of the issuers classes of common equity, as of the latest practicable date: As of December 17, 2007, 11,886,755 shares of common stock, par value $0.001 per share,
were issued and outstanding.

Transitional Small Business Disclosure Format: [   ] Yes [X] No



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EXPLANATORY NOTE

We are filing this Form 10-KSB/A (Amendment No. 1) to amend our Annual Report on Form 10-KSB for the year
ended September 30, 2007 (the Original Report) to, among other things, revise the table of security ownership of certain beneficial owners and management in Item 11
of Part III of the Original Report and the list of exhibits in Item 13 of Part III of the Original Report. This Amendment No. 1 continues to speak as of the date of the Original Report. We have not updated the disclosures contained therein to
reflect any events that have occurred on a date subsequent to the date of the Original Report.

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PART III

ITEM 11. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

The following table provides information, to the best of our knowledge as of September 30, 2007, regarding beneficial ownership of our common stock by:

- each person known to us to own beneficially more than 5% of our common stock;
- each of the named executive officers;
- each or our directors; and
- all executive officers and directors as a group.

Common Stock
      Percentage ofName and Address
      
      Beneficially
      Common Stockof Beneficial Owner
      
      Owned(1)
      (1)John T. Ruddy (2)101 Hudson StreetJersey City, NJ 07302
      
      0
      0.00%All executive officers anddirectors as a group.
      
      0
      0.00%New York UniversityOffice of Industrial Liaison650 First Avenue, 6th FloorNew York, NY 10016
      
      4,812,377
      40.49%


Note: Unless otherwise indicated in the footnotes below, we have been advised that each person above has sole voting power over the shares indicated above.

|(1) | Based upon 11,886,707 shares of common stock outstanding on September 30, 2007.
|--- | -------------------------------------------------------------------------------
|   
|(2) | Chief Executive Officer and Director                                           
|   

|Item 13.      |  | Exhibits
|------------- |  | --------
|(a) Exhibits. |  |         



| | Exhibit No. |  |                                                        
| | ----------- |  | -------------------------------------------------------
| | 2(1)        |  | Articles of Merger                                     
| | 3.1(2)      |  | Articles of Incorporation                              
| | 3.2(2)      |  | By-Laws                                                
| | 3.3(3)      |  | Nevada Articles
        of Incorporation               
| | 3(ii)(1)    |  | Amendment to Articles
        of Incorporation (Nevada)
| | 3(iii)(1)   |  | Amendment to Articles
        of Incorporation (Idaho) 

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| | Exhibit No. |  |                                                                                                                                                                                 
| | ----------- |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | 3(iv)(1)    |  | Articles of Dissolution                                                                                                                                                         
| | 3(v)(1)     |  | Nevada By-Laws                                                                                                                                                                  
| | 4.1(2)      |  | Specimen Stock
        Certificate                                                                                                                                              
| | 4.2(3)      |  | Warrant registered
        in the name of Highgate House Funds, Ltd. dated December 14, 2005 to
        purchase 100,000 shares
        of common stock                         
| | 4.3(3)      |  | 8% Secured Convertible
        Debenture in favor of Highgate House Funds, Ltd.                                                                                                 
| | 4.4(3)      |  | 8% Secured Convertible
        Debenture in favor of Highgate House Funds, Ltd.                                                                                                 
| | 4.5(4)      |  | 8% Secured Convertible
        Debenture in favor of Cornell Capital Partners, Ltd.                                                                                             
| | 4.6(4)      |  | Warrant registered
        in the name of Cornell Capital Partners, Ltd. dated July 28, 2006 to
        purchase 1,000,000 shares
        of common stock                       
| | 4.7(5)      |  | Warrant registered
        in the name of Cornell Capital Partners, LP dated December 19, 2006 to
        purchase 500,000 shares
        of common stock                       
| | 10.1(6)     |  | Agreement and Plan
        of Merger                                                                                                                                            
| | 10.2(7)     |  | Amended and Restated
        Stock Purchase Agreement                                                                                                                           
| | 10.3(3)     |  | Securities Purchase
        Agreement dated as of December 14, 2005 by and between Registrant and
        Highgate House Funds, Ltd.                                            
| | 10.4(3)     |  | Amended and Restated
        Security Agreement dated as of December 14, 2005 by and between Registrant and Highgate House
        Funds, Ltd.                                  
| | 10.5(3)     |  | Investor Registration
        Rights Agreement dated as of December 14, 2005 by and between Registrant
        and Highgate House
        Funds, Ltd.                           
| | 10.6(3)     |  | Escrow Agreement
        dated as of December 14, 2005 by and among Registrant, Highgate House
        Funds, Ltd. and Gottbetter & Partners,
        LLP, as Escrow Agent.     
| | 10.7(3)     |  | Escrow Shares Escrow
        Agreement dated as of December 14, 2005 by and among Registrant, Highgate House Funds, Ltd.
        and Gottbetter & Partners, LLP, as Escrow Agent
| | 10.8(3)     |  | Irrevocable Transfer
        Agent Instructions dated as of December 14, 2005 by and between Registrant
        and Interstate Transfer
        Trust.                          
| | 10.9(4)     |  | Securities Purchase
        Agreement dated as of July 28, 2006 by and between Registrant and Cornell
        Capital Partners, Ltd.                                            
| | 10.10(4)    |  | Security Agreement
        dated as of July 28, 2006 by and between Registrant and Cornell Capital
        Partners, Ltd.                                                       
| | 10.11(4)    |  | Investor Registration
        Rights Agreement dated as of July 28, 2006 by and between Registrant
        and Cornell Capital Partners,
        Ltd.                           
| | 10.12(4)    |  | Irrevocable Transfer
        Agent Instructions dated as of July 28, 2006 by and among Registrant,
        Cornell Capital Partners,
        Ltd. and Interstate Transfer       

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| | Exhibit No. |  |                                                                                                                                                                                                                    
| | ----------- |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | 10.13(4)    |  | Letter
        Agreement by and among Registrant, Highgate House Funds, Ltd. and Montgomery
        Equity Partners,
        Ltd.                                                                                  
| | 10.14(5)    |  | Amendment
        No. 1 to Convertible Debenture and Securities Purchase Agreement, dated
        December 19, 2006 by and
        between Nanoscience Technologies, Inc. and Cornell Capital Partners,
        LP 
| | 14(8)       |  | The
        Code of Ethics was previously filed with the September 30, 2005 Form
        10KSB                                                                                                                     
| | 31.1        |  | Certification
        of Chief Executive Officer and Principal Accounting Officer Pursuant
        to Section 302 of the Sarbanes-Oxley
        Act of 2002                                                        
| | 32.1        |  | Certification
        of Chief Executive Officer and Principal Accounting Officer Pursuant
        to 18 U.S.C., Section
        1350, as Adopted Pursuant to Section 906 of The Sarbanes-Oxley Act of
        2002
| |             |  | (1)                                                                                                                                                                                                                
| |             |  | (2)                                                                                                                                                                                                                
| |             |  | (3)                                                                                                                                                                                                                
| |             |  | (4)                                                                                                                                                                                                                
| |             |  | (5)                                                                                                                                                                                                                
| |             |  | (6)                                                                                                                                                                                                                
| |             |  | (7)                                                                                                                                                                                                                
| |             |  | (8)                                                                                                                                                                                                                
|
| | (b)         |  | Reports
        on Form 8-K. Since September 30, 2006, the Company has filed the following
        current reports on Form 8-K with
        the Securities and Exchange Commission:                                
| |             |  | Form
        8-K dated December 1, 2006 relating to Items 1.02 and 8.01                                                                                                                                            
| |             |  | Form
        8-K dated December 5, 2006 relating to Items 4.01 and 9.01                                                                                                                                            
| |             |  | Form
        8-K filed December 8, 2006 relating to Items 5.01, 5.02, and 9.01                                                                                                                                     
| |             |  | Form
        8-K filed March 19, 2007 relating to Items 1.01, 2.03, 3.02, 5.02 and
        9.01                                                                                                                    

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SIGNATURES

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

|                     |  | NANOSCIENCE TECHNOLOGIES, INC.                         
|-------------------- |  | -------------------------------------------------------
|                    
|Date: August 8, 2008 |  | /s/ John T. Ruddy                                      
|                     |  | President, Chief Executive Officer, Principal Executive
|                     |  | Officer, Chief Financial Officer, Principal Financial  
|                     |  | and Accounting Officer and Director                    

Pursuant to the requirements of the Exchange Act, this report has been signed by the following persons in the capacities and on the dates indicated.

|Date: August 8, 2008 |  | /s/ John T. Ruddy                                      
|-------------------- |  | -------------------------------------------------------
|                     |  | President, Chief Executive Officer, Principal Executive
|                     |  | Officer, Chief Financial Officer, Principal Financial  
|                     |  | and Accounting Officer and Director                    

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