SECURITIES
AND EXCHANGE COMMISSION


Washington, D.C. 20549




Form
10-K/A


(Amendment
No. 1)




x     
Annual Report under Section 13 or 15(d) of the Securities


Exchange
Act of 1934


For the fiscal year
ended December 31,
2009




or




 ̈     
Transitional Report under Section 13 or 15(d) of the


Securities
Exchange Act of 1934




000-52327Commission
      file numberAQUAMER MEDICAL CORP.(Exact
      name of small business issuer as specified in its
  charter)





Delaware
                
                80-0664054(State
      of incorporation)
                
                (IRS
      Employer Identification
Number)





23 Wallace Street, Suite 408
                RedBank,NJ07701(Address
      of principal executive
office)





(732) 224-9193(Issuer's
      telephone number)




Securities
registered under Section 12(b) of the Exchange Act: NONE




Securities
registered under to Section 12(g) of the Exchange Act:




Common Stock(Title
      of Class)


Check
whether the registrant:


is a
well-known seasoned issuer, as defined in Rule 405 of the Securities
Act.       Yes ̈Nox


is not
required to file reports pursuant to Section 13 or Section 15(d) of
the Act.    Yes ̈Nox





(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)




Yes
x
No  ̈




And


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




Yes
x
No  ̈





Check if
there is no disclosure of delinquent filers in response to Item 405 of
Regulation S-K 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-K or any
amendment to this Form 10-K  ̈





Check whether the registrant:
is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ̈Nox





Check whether the registrant:
 is a large accelerated filer, an accelerated filer, a non-accelerated
filer, or a smaller reporting company.





Large
      accelerated filer
               ̈
            
            Accelerated
      filer
               ̈
            
            Non-accelerated
              filer
       ̈
            
            Smaller
      reporting
              company 
      x





Aquamer
Medical Corp. did not have any revenue for the year ended December 31,
2009.




As of
April 15, 2010, there were 115,629,176 shares of Aquamer Medical Corp. common
stock outstanding.




The
aggregate market value of the stock held by non-affiliates (62,287,559 shares)
computed by reference to the closing price of such stock ($0.18), as of April
14, 2010, was $11,211,761.




Documents
incorporated by reference: None.







EXPLANATORY
NOTE







This
Amendment No. 1 on Form 10-K/A does not modify, replace or update the other
disclosures presented in the Original Form 10-K.  This Amendment No. 1
on Form 10-K/A also does not reflect events occurring after the filing of the
Original Form 10-K.







Aquamer Medical
Corp.


Form
10-K/A




Table of
Contents




PagePART
      IIIItem
      10.
                Directors,
      Executive Officers and Corporate Governance
                
                4Item
      12.
                Security
      Ownership of Certain Beneficial Owners and Management and Related
      Stockholder Matters
                
                6PART
      IVItem
      15.
                Exhibits,
      Financial Statement Schedules.
                
                8Signatures
                
                8


3




PART III




Item
10 - Directors, Executive Officers and Corporate Governance




The following is a list of our directors and executive officers, their
respective ages and the positions they hold with us.




Name
                  
                  Age
                  
                  PositionsRichard
      Falcone
                  
                  57
                  
                  President,
      Chief Executive Officer and DirectorMarshall
      Sterman
                  
                  78
                  
                  Chairman
      of the Board of
Directors




Pursuant to our bylaws, all directors are elected to a term of one year, and
hold such office until the next meeting of the shareholders or until their
successors are elected and qualified. The executive officers serve at the
pleasure of the Board.




The
following is a brief description of the backgrounds of our executive officer and
our directors..




Richard
Falcone has been President, Chief Executive Officer and Director of
Aquamer since February 2010. He is also the Acting Chief Financial Officer of
ThermaFreeze Products Corporation. He had previously been Chief Financial
Officer of the The A Consulting Team, a publicly traded technology company and
had been Chief Executive Officer and Director of Tasker Products Corp., a
publicly traded manufacturer and distributor of antimicrobial products and has
been a director of Assured Pharmacy, Inc. Mr. Falcone was formerly the Chief
Financial Officer of Bed, Bath & Beyond Inc. and had been Director of
Internal Finance and Operations for Tiffany and Co.  Mr. Falcone is a
Certified Public Accountant and is a graduate of the University of
Vermont.




Marshall
Sterman served as President and a member of our Board of Directors
beginning in August 2006, at which time Aquamer was a wholly owned subsidiary of
Bellacasa. He continued in those positions when Aquamer became an independent
public company in March 2007. In February 2010, he resigned his executive
positions but continues as our Board Chairman.  Since 1986, Mr. Sterman has
been the President of The Mayflower Group, LTD., a merchant banking firm. 
He also is a member of the Board of Directors of Medical Solutions Management,
Inc., and serves as Chairman of WiFiMed Holdings Company, Inc. (formerly
Bellacasa).  Mr. Sterman is a graduate of Brandeis University and received
his MBA from Harvard University.




Board
of Directors and Committees




All directors hold office until the next annual meeting of the shareholders and
the election of their successors.  Officers are elected annually by the
Board of Directors and serve at the discretion of the Board.


4




Our Board of Directors plans to establish an audit committee and a compensation
committee at such time as additional persons are added to our Board of
Directors.




The Audit Committee will recommend, to the entire Board of Directors, the
independent public accountants to be engaged by us; review the plan and scope of
our annual audit; review our internal controls and financial management policies
with our independent public accountants; and review all related party
transactions.




The compensation committee will review and recommend, to our entire board of
directors, compensation and benefits to be paid to our officers and
directors.




Compliance
with Section 16(a) of the Securities Exchange Act of 1934, as
amended




Section 16(a) of the Exchange Act, as amended, requires the Company's
directors and officers, and persons who beneficially own more than 10% of a
registered class of the Company's equity securities, to file reports of
beneficial ownership and changes in beneficial ownership of the Company's
securities with the SEC on Forms 3, 4 and 5. Officers, directors and greater
than 10% stockholders are required by SEC regulation to furnish the Company with
copies of all Section 16(a) forms they file.




We
believe that all required filings had been made for the year ended December 31,
2009 except that (i) ThermaFreeze Products Corporation failed to timely file a
Form 3 and a Schedule 13D or Schedule 13G to report its ownership interest in
the Company and (ii) Peter Johnson, as the trustee of certain trusts, failed to
timely file a Form 3 and other beneficial ownership forms on behalf of such
trusts to report
their respective ownership interests in the Company and (iii) Marshall Sterman,
a Director and our President during the year ended December 31, 2009, failed to
file a Form 4 and other beneficial ownership forms to report his ownership
interest in the Company




Code
of Business Conduct




Effective March 28, 2006, the Board of Directors of our then parent company,
Bellacasa, adopted a Code of Business Conduct for Bellacasa and for its then
wholly owned subsidiary, Aquamer. We have continued to maintain the Code of
Business Conduct for Aquamer as a publicly owned independent company. Our Code
of Business Conduct applies to, among other persons, our  President (being
our principal executive officer) and our Acting Chief Financial Officer (being
our principal financial and accounting officer), as well as persons performing
similar functions. As adopted, our Code of Business Conduct sets forth written
standards that are designed to deter wrongdoing and to promote: (1) honest and
ethical conduct, including the ethical handling of actual or apparent conflicts
of interest between personal and professional relationships; (2) full, fair,
accurate, timely and understandable disclosure in reports and documents that we
file with, or submit to, the Securities and Exchange Commission and in other
public communications made by us; (3) compliance with applicable governmental
laws, rules and regulations; (4) the prompt internal reporting of violations of
the Code of Business Conduct to an appropriate person or persons identified in
the Code of Business Conduct; and (5) accountability for adherence to the Code
of Business Conduct.


5




Our Code of Business Conduct requires, among other things, that all of our
personnel shall be accorded full access to our President and Chief Financial
Officer with respect to any matter which may arise relating to the Code of
Business Conduct. Further, all of our personnel are to be accorded full access
to our Board of Directors if any such matter involves an alleged breach of the
Code of Business Conduct by our President or Chief Financial
Officer.




In addition, our Code of Business Conduct emphasizes that all employees, and
particularly managers and/or supervisors, have a responsibility for maintaining
financial integrity within our company, consistent with generally accepted
accounting principles, and federal and state securities laws. Any employee who
becomes aware of any incidents involving financial or accounting manipulation or
other irregularities, whether by witnessing the incident or being told of it,
must report it to his or her immediate supervisor or to our President or Chief
Financial Officer. If the incident involves an alleged breach of the Code of
Business Conduct by the President or Chief Financial Officer, the incident must
be reported to any member of our Board of Directors. Any failure to report such
inappropriate or irregular conduct of others is to be treated as a severe
disciplinary matter. It is against our company policy to retaliate against any
individual who reports in good faith the violation or potential violation of our
company's Code of Business Conduct by another.




We will provide a copy of the Code of Business Conduct to any person without
charge, upon request.




Item
12 - Security Ownership of Certain Beneficial Owners and Management




As of April 13, 2010, there were 115,629,176 shares of our common stock issued
and outstanding. None of our preferred stock has been issued.




The following table describes certain information regarding certain individuals
who beneficially owned our common stock on April 13, 2010. In general, a person
is considered a beneficial owner of a security if that person has or shares the
power to vote or direct the voting of such security, or the power to dispose of
such security. A person is also considered to be a beneficial owner of any
securities of which the person has the right to acquire beneficial ownership
within 60 days.




The persons included in the following table are known to us to beneficially own
or exercise voting control over 5% or more of our common stock; each of our
officers and directors; and all executive officers and directors as a
group.


6




Name and address
                                                                          
                                                                          Common
                                                                            Shares
                                                                            Owned
                                                                          
                                                                          
                                                                          % Common
                                                                            Shares
                                                                            OwnedMarshall
      Sterman
                                                                          
                                                                          
                                                                          12,096,852
                                                                          (1)
                                                                          
                                                                          
                                                                          10.5
                                                                          %c/o
      Aquamer Medical Corp.
                                                                            23
      Wallace St., Suite 408
                                                                            Red
      Bank, NJ 07701DirectorRichard
      Falcone
                                                                          
                                                                          
                                                                          0
                                                                          (2)
                                                                          
                                                                          
                                                                          0.0
                                                                          %c/o
      Aquamer Medical Corp.23
      Wallace St., Suite 408Red
      Bank, NJ 07701Officer
      and DirectorPeter
      Johnson, Trustee
                                                                          
                                                                          
                                                                          26,244,765
                                                                          (3)
                                                                          
                                                                          
                                                                          22.7
                                                                          %Nixon
      Peabody LLP100
      Summer StreetBoston,
      MA 02110Frank
      Magliochetti Irrevocable QTIP Trust
                                                                          
                                                                          
                                                                          16,725,000
                                                                          (3)
                                                                          
                                                                          
                                                                          16.0
                                                                          %Peter
      Johnson, TrusteeNixon
      Peabody LLP100
      Summer StreetBoston,
      MA 02110ThermaFreeze
      Products Corporation.
                                                                          
                                                                          
                                                                          15,000,000
                                                                          (2)
                                                                          
                                                                          
                                                                          13.0
                                                                          %5770
      I-10 Industrial ParkwayTheodore,
      AL 36582-1666Harry
      Pack
                                                                          
                                                                          
                                                                          8,903,898
                                                                          
                                                                          
                                                                          
                                                                          7.7
                                                                          %2789
      NE 5th
      St.Pompano
      Beach, FL 33062All
      Officers and Directors
                                                                          
                                                                          
                                                                          12,096,852
                                                                          
                                                                          
                                                                          
                                                                          10.5
                                                                          %(-2-
      persons) as a group




(1)   Includes 288,799 shares owned by Mr. Sterman's spouse and
288,799 shares owned by The Mayflower Group, Ltd.




(2)   Mr. Falcone, the President, Chief Executive Officer and Acting
Chief Financial Officer of Aquamer Medical Corp., presently serves as Acting
Chief Financial Officer of ThermaFreeze Products Corporation
(“ThermaFreeze”).  To our knowledge, the Board of Directors of
ThermaFreeze consists of Richard Bolton, James Bolton and Zachary Joyce
and has voting and dispositive power over the shares of Common Stock
beneficially owned by ThermaFreeze.


7




(3)   Mr. Johnson, as trustee, has sole voting, investment and
dispositive authority as to the 16,750,000 shares owned by the Frank
Magliochetti Irrevocable QTIP Trust. In addition, he has sole voting and
investment and dispositive authority as to 2,902,476 shares owned by an estate
of which he is the executor. He also shares voting, investment and dispositive
authority as to three separate trusts owning a total of 6,617,289
shares.




Indemnification of Directors
and Officers




Our Certificate of Incorporation and Bylaws indemnify our directors and officers
to the fullest extent permitted by Delaware corporation law.  Insofar as
indemnification for liability arising under the Securities Act of 1933 may be
permitted to directors, officers and controlling persons, we are aware that, in
the opinion of the SEC, such indemnification is against public policy as
expressed in the Securities Act and is unenforceable.




PART
IV




Item
15 - Exhibits, Financial Statement Schedules




See Exhibit Index attached to this Form 10-K/A.




SIGNATURES




Pursuant
to the requirements of Section 13 or 15(d) of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned, thereunto duly authorized.




Aquamer Medical Corp.(Registrant)By:
                
                /s/ Edwin A. ReillyEdwin
      A. Reilly
                  Chief
      Executive OfficerDate:
                
                November
      24, 2010




Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed below by the following persons on behalf of the
registrant and in the capacities and on the dates indicated.




By:
                
                /s/ Edwin A. ReillyEdwin
      A. Reilly
                  Chief
      Executive Officer and Director
                  (Principal
      Executive Officer)Date:
                
                November
      24, 2010


8





By:
                
                /s/ James A. ShanahanJames
      A. Shanahan
                  Chief
      Financial Officer
                  (Principal
      Accounting Officer and
                  Principal
      Financial Officer)Date:
                
                November
      24, 2010By:
                
                /s/ Michael J. MahoneyMichael
      J. Mahoney
                  President,
      Chief Operating Officer and DirectorDate:
                
                November
      24, 2010


9




Exhibits




Exhibit
                No.
              
              Description2.1(1)
              
              Certificate
      of Incorporation2.2(1)
              
              By-laws10.1(2)
              
              Patent
      License Agreement between Partners in Biomaterials, Inc. and Aquamer,
      Inc., effective as of March 31, 200610.2(2)
              
              Product
      Supply Agreement between Partners in Biomaterials, Inc. and Aquamer, Inc.,
      effective as of March 31, 200610.3(4)
              
              Patent
      Purchase Agreement between Phillips Capital and Aquamer Medical Corp dated
      as of March 24, 200810.4(5)
              
              Asset
      Purchase Agreement by and among Thermafreeze Products Corporation, Aquamer Medical Corp.
      and Aquamer Shipping Corp., dated March 21, 201010.5(5)
              
              Consultant
      Services Agreement between Thermafreeze Products Corporation (assumed by
      Aquamer) and Thomas Belina, effective as of October 1,
  200912.1(3)
              
              Joint
      Disclosure Statement in the definitive proxy statement on Schedule 14C
      filed by Bellacasa Productions, Inc. on February 1,
200714.1(2)
              
              Code
      of Business Conduct filed by Bellacasa Productions,
Inc.21.0(6)
              
              Subsidiaries
      of Registrant31.1*
              
              Certification
      pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of
      the Sarbanes-Oxley Act of 2002 of the Chief Executive
    Officer31.2*
              
              Certification
      pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of
      the Sarbanes-Oxley Act of 2002 of the Chief Financial
    Officer32.1*
              
              Certification
      Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of
      the Sarbanes-Oxley Act of 2002 of the Chief Executive
    Officer32.2*
              
              Certification
      Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of
      the Sarbanes-Oxley Act of 2002 of the Chief Financial
    Officer




* Filed herewith




(1)
Previously filed on November 20, 2006, as an exhibit to Form 10-SB of
Aquamer.


(2)
Previously filed on March 31, 2006, as an exhibit to Form 10-KSB of
Bellacasa.


(3)
Previously filed on February 5, 2007, as an exhibit to Form 10-SB/A of
Aquamer.


10




(4)
Previously filed on March 25, 2008, as an exhibit to Report on Form 8-K of
Aquamer.


(5)
Previously filed on March 25, 2010, as an exhibit to Report on Form 8-K of
Aquamer.


(6)
Previously filed on April 15, 2010, as an exhibit to Report on Form 10-K of
Aquamer.


11