UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM 10-K
                ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF
                       THE SECURUTIES EXCHANGE ACT OF 1934

                  For the fiscal year ended August 31, 2012

                        Commission file number 333-162824

                               Essense Water, Inc.
             (Exact Name of Registrant as Specified in Its Charter)

        Nevada                                             27-0265042
(State or Other Jurisdiction of                         (I.R.S. Employer
 Incorporation or Organization)                         Identification No.)

                              3638 N Rancho Drive
                              Las Vegas, NV 89139
                        (509)995-2433/(509)448-4956 FAX
               (Address of Principal Executive Offices & Zip Code)

                             Mr. Jeffrey Nichols, Esq
                               Essense Water, Inc.
                                 811 6th Avenue
                               Lewiston, ID 83501
                         (415)314-9088/(800)778-3120 FAX
            (Name, Address and Telephone Number of Agent for Service)

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

           Securities registered pursuant to section 12(g) of the Act:
                          Common Stock, $.0001 par value

Indicate by check mark if the registrant is a well-known seasoned issuer, as
defined in Rule 405 of the Securities Act. Yes [ ] No [X]

Indicate by check mark if the registrant is not required to file reports
pursuant to Section 13 or Section 15(d) of the Act Yes [ ] No [X]

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 whether the registrant has submitted electronically
and posted on its corporate website, if any, every Interactive Data File
required to be submitted and posted pursuant to Rule 405 of Regulation S-T
(ss.232.405 of this chapter) during the preceding 12 months (or for such
shorter period that the registrant was required to submit and post such
files). Yes [ ] 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. [ ]

Indicate by check mark whether the registrant is a large accelerated filer,
an accelerated filer, a non-accelerated filer, or a smaller reporting
Company. See the definitions of "large accelerated filer," "accelerated
filer" and "smaller reporting company" in Rule 12b-2 of the Exchange Act.
(Check one):

Large accelerated filer [ ]                    Accelerated filer [ ]
Non-accelerated filer   [ ]                    Smaller reporting company [X]
(Do not check if a smaller reporting company)

Indicate by check mark whether the registrant is a shell company (as defined
in Rule 12b-2 of the Exchange Act). Yes [X] No [ ]

As of November 24, 2012, the registrant had 12,000,000 shares of common stock
issued and outstanding. No market value has been computed based upon the fact
that no active trading market had been established as of August 31, 2012.
































                                      -2-
<PAGE>


                                ESSENSE WATER, INC.
                                TABLE OF CONTENTS

                                                                     Page No.
                                                                     --------
                                     Part I

Item 1.  Business                                                         4
Item 1A. Risk Factors                                                    10
Item 2.  Properties                                                      11
Item 3.  Legal Proceedings                                               11
Item 4.  Submission of Matters to a Vote of Securities Holders           11

                                 Part II

Item 5.  Market for Registrant's Common Equity, Related Stockholder
           Matters and Issuer Purchases of Equity Securities             12
Item 7.  Management's Discussion and Analysis of Financial Condition
           and Results of Operations                                     12
Item 8.  Financial Statements and Supplementary Data                     17
Item 9.  Changes in and Disagreements with Accountants on Accounting
           and Financial Disclosure                                      26
Item 9A. Controls and Procedures                                         26

                                Part III

Item 10. Directors and Executive Officers                                28
Item 11. Executive Compensation                                          30
Item 12. Security Ownership of Certain Beneficial Owners and Management
           and Related Stockholder Matters                               31
Item 13. Certain Relationships and Related Transactions                  31
Item 14. Principal Accounting Fees and Services                          32

                                 Part IV

Item 15. Exhibits                                                        32

Signatures                                                               32
















                                       -3-
<PAGE>
                                     PART I

ITEM 1. BUSINESS

Essense Water, Inc. ("Essense," the "Company," "we," "us,") is seeking to
develop, market, and distribute a beverage product that will be positioned as
a "better for you than just plain water" type of drink. It will be targeted
to a growing category of "new age/functional" beverage consumers. "New
Age/Functional Beverages" is a category that includes natural soda, fruit
juices and fruit drinks, ready-to-drink teas, sports drinks, and water.

The Company has been formulating and developing our beverage product(s). In
doing so, we are developing the product ourselves, determining the proper
formulation(s), and then plan to seek third-party(s) to do the actual
preparation and bottling of the actual product(s) based on those internally-
derived formula(s). Once the Company has finalized the formulation of its
product(s), designed its labeling, and selected the form of container to use,
it will seek to have it bottled through a third-party since the costs for a
production/bottling facility is cost prohibitive at this early point. We
intend to market and sell our products ourselves through a network of
natural, gourmet, and independent distributors, as well as through our own
web-site which we have yet to develop. Our intent is focus on the smaller,
local market area before any expansion will be targeted.

GENERAL INFORMATION

Industry Overview

Our beverage is targeted to fall within the New Age/Functional Beverage
category, which we believe to be growing rapidly. The consumer has fast
become aware of the health risks of too much sugar, and the many studies
evidencing the athletic performance benefits of proper hydration plus a
variety of new beverages/serving sizes and selections with the choice of
various added ingredients are, we believe, fueling robust sales in this
beverage category. Additionally, industry analysts forecast the New
Age/Functional Beverage market to grow to over $800 million in 2010, up from
$168 million in 2004.

Our Product

The Company is intending to develop its product(s) using pure water as the
basic ingredient. In making it "better for you than just plain water," the
Company will be adding other things to it, such as vitamins, electrolytes,
and possibly fiber, to add what may be real or perceived benefits to the
consumer. The Company has no intention to make any claims as to any health,
medical, or therapeutic benefits that may be derived from our product. The
product will most likely be flavored and colored, with both of these
attributes added through the use of natural ingredients rather than
artificial means. It will also be sweetened naturally, most likely by using
stevia extract. This sweetener is very low to no calorie. The product(s) will
not be carbonated or contain any added "energy" enhancers or stimulants such
as caffeine.



                                     -4-
<PAGE>
The actual development and formulation of our product(s) will be done "in-
house" rather than using a third-party to do so. At present, the Company is
actively involved in private taste-testing and samplings to finalize its
drink offering(s). This process of developments has been be done by
management and the subsequent taste-tests have, to date, been accomplished by
utilizing various family members and close friends (who are and will not be
paid for their services). The Company has yet to do blind taste tests to
compare their product with competing existing product, but plan to do so
before ultimately selecting their product(s). While the founder's personal
kitchen certainly not a true development or testing facility in nature,
sterile clean vessels have been used to avoid contaminations or any tainting
of the test product(s) and relatively precise means for specific formulation
have been utilized, such as various weight and volume measuring devices.

After our initial formulation(s) is complete, the Company will then meet with
potential bottlers and possibly other professionals, as may be required, to
determine the safety and efficacy of the proposed ingredients and that the
end product and related formula(s) will be able to be satisfactorily produced
on a larger scale.

Expected to be offered in single serving size, somewhere from 12 to 32
ounces, our product will likely be made available as singles, four- or six-
packs, and possibly 24-container cases. The packaging, whether to use
plastic, glass, or other means, has not yet been decided.

Manufacture of Our Products

Once our formula(s) have been developed, the Company intends to contract with
third-party(s) to actually commercially produce and bottle the beverage.
These third party bottlers will assemble our products and charges us a fee,
generally by the case, for the products they produce. The Company has no
contracts with any third party bottlers at this time.

We intend to follow a "fill as needed" manufacturing model to the best of our
ability, thus reducing the need for large inventories and storage of product.

Substantially all of the raw materials that will be used in the preparation,
bottling, and packaging of our products will be purchased by us based on the
final formula of our product. As a general policy, we will pick ingredients
in the development of our product that will have multiple suppliers and are
common ingredients. This will provide a level of protection against a major
supply constriction or calamity.

To the extent that any significant increase in business may require the
Company to supplement or substitute third-party bottlers, we believe that
there are many readily available alternatives, thus alleviating the threat
significant delay or interruption in fulfilling future orders and delivery of
our product. In addition, we do not believe that any likely future growth
will result in any significant difficulty or delay in obtaining raw
materials, ingredients, or finished product.





                                   -5-
<PAGE>
Our Primary Markets

The Company will be targeting a niche in the soft drink industry known as New
Age/Functional beverages. The soft drink industry generally characterizes New
Age Beverages as being made more naturally, with upscale packaging, and often
creating and utilizing new and unique flavors and flavor combinations as well
as added ingredients.

This beverage market segment is highly fragmented and includes such
competitors as SoBe, Snapple, Arizona, Gatorade, Powerade, and Vitamin Water,
among others. These brands have the advantage of being seen widely in the
national market and being commonly well known for years through well-funded
advertising and marketing campaigns. Our product will have no mass media
advertising and, if any, a very small presence in the local market when
compared with many of our competitors. See "Business - Competition" below.

We are located in Spokane, Washington. We will most likely sell the majority
of our products locally, in natural food stores, local sports and athletic
stores, mainstream supermarkets, and possibly some foodservice locations.

The primary marketing source of our products will most likely be the smaller,
locally-owned natural food and gourmet stores in the Spokane and surrounding
areas. We also will target local sports and athletic stores. We believe that
our product may achieve a position in their niche in the fast-growing natural
food industry.

The Company intends to approach supermarkets and prominent local grocers, but
this market will be considerably harder to break into. The demand for limited
shelf space is quite high, thus bringing our limited product to these stores
may prove difficult.

We will also attempt to market our beverage product to local bars and
restaurants and consider placing our beverage product in local stadiums,
sports venues, concert halls, theatres, and other cultural centers as part of
our marketing plan.

Distribution, Sales, and Marketing

The Company itself will directly promote, market, and sell their products to
the above-mentioned primary markets. We may also seek local distributors that
have a broader reach directly into more locations. We also intend to offer
our product directly to consumers via the Internet through our website which
is yet to be established. The Company does, however, own the rights to the
domain names "ESSENSEWATER.COM" and "ESSENSEWATER.NET" which it intends to
use in development of its future web-site.

Marketing to Distributors

We intend to market to distributors and other food brokers using a number of
marketing strategies, including direct solicitation, telemarketing, trade
advertising, and possible trade show exhibition. These distributors include
natural food, gourmet food, and mainstream distributors. These distributors
would then sell our products directly to natural food, gourmet food and
mainstream supermarkets for sale to the public.

                                     -6-
<PAGE>

Marketing to Retail Stores

Our marketing to larger retail stores, if we choose to do so, will most
likely be done by utilizing trade shows, trade advertising, telemarketing,
direct mail pieces, and direct contact with the store.

Marketing to Consumers

We will utilize several marketing strategies to market directly to consumers,
such advertising in targeted local and regional consumer magazines and weekly
papers, in-store discounts on the products, in-store product demonstrations,
possible street corner sampling, coupon advertising, consumer trade shows,
and possible local event sponsoring. Our website will also be a large part of
our consumer-direct marketing program.

Competition

The beverage industry is extremely competitive. The principal areas of
competition include pricing, packaging, development of new products and
flavors, and marketing campaigns. The Company's product will be competing
directly with a wide range of drinks produced by a relatively large number of
manufacturers. Most of these brands have enjoyed broad, well-established
national recognition for years, through well-funded ad and other marketing
campaigns. In addition, companies manufacturing these products generally have
far greater financial, marketing, and distribution resources than the Company
will.

Important factors that will affect our ability to compete successfully
include taste and flavor of products, trade and consumer promotions, the
development of a new, unique cutting edge product, attractive and different
packaging, branded product advertising, and pricing. Each of these factors
will be taken into consideration as we proceed with our business plan.

The Company will also be competing to secure distributors who will agree to
market our product over those of our competitors, provide stable and reliable
distribution, and secure adequate shelf space in retail outlets. The
extremely competitive pressures within the New Age/Functional beverage
categories could result in our products never even being introduced beyond
what the Company can market locally themselves.

We believe we will be able to develop and introduce an innovative beverage
recipe and packaging whose use of premium natural ingredients will provide us
with a competitive advantage and be keys to our success.

Our beverage product will compete generally with all liquid refreshments,
including bottled water and, in particular, with numerous other New
Age/Functional beverages, including: SoBe, Snapple, Arizona, Vitamin Water,
Gatorade, and Powerade.






                                     -7-
<PAGE>
Environmental Matters

A cost of environmental compliance will likely be recycling fees, which is a
standard cost of doing business in the soft drink industry. In certain states
where we may sell our products, we may be required to collect redemption
values from customers and remit those redemption values to the state, based
upon the number of bottles/containers of certain products sold in that state.
In certain other states, we may also be required to collect deposits from our
customers and then remit such deposits to the respective state agencies based
upon the number of cans and bottles of certain products sold in such states.

BANKRUPTCY OR SIMILAR PROCEEDINGS

There has been no bankruptcy, receivership, or similar proceeding.

REORGANIZATIONS, PURCHASE OR SALE OF ASSETS

There have been no material reclassifications, mergers, consolidations, or
purchase or sale of a significant amount of assets not in the ordinary course
of business.

COMPLIANCE WITH GOVERNMENT REGULATION

The production, distribution, and sale in the United States of our Company's
product will be subject to the Federal Food, Drug, and Cosmetic Act, the
Federal Trade Commission Act, the Lanham Act, state consumer protection laws,
federal, state, and local workplace health and safety laws, various federal,
state and local environmental protection laws and various other federal,
state, and local statutes and regulations applicable to the production,
transportation, sale, safety, advertising, labeling, and ingredients of such
products.

Although the Company has yet to select the form of container for its product,
we will most likely offer and use some type of non-refillable, recyclable
container. Legal requirements apply in many jurisdictions in the United
States requiring that deposits or certain ecotaxes or fees be charged for the
sale, marketing, and use of certain non-refillable beverage containers. The
precise requirements imposed by these measures vary. Other types of beverage
container-related deposit, recycling, ecotax and/or product stewardship
statutes and regulations also apply in various jurisdictions in the United
States. We anticipate additional, similar legal requirements may be proposed
or enacted in the future at many other local, state and federal levels.

Any third-party bottling facility that we may choose to utilize in the future
and any other such operations will be subject to various environmental
protection statutes and regulations, including those relating to the use of
water resources and the discharge of wastewater. It will be our policy to
comply with any and all such legal requirements. Compliance with these
provisions has not had, and we do not expect such compliance to have, any
material adverse effect on our capital expenditures, net income or
competitive position.




                                   -8-
<PAGE>
PATENTS, TRADEMARKS, FRANCHISES, ROYALTY AGREEMENTS OR LABOR CONTRACTS

During the 4th quarter of last year, the Company filed for a trademark on the
name "Essence Water." This process is a lengthy one which can only be
finalized and completed once the actual product has been produced and is
available for sale.

We have no current plans for any registrations such as copyrights,
franchises, concessions, royalty agreements, or labor contracts. We will
continue to assess the need for any such applications on an ongoing basis.

NEED FOR GOVERNMENT APPROVAL OF PRODUCTS OR SERVICES

We are not required to apply for or have any government approval for our
products or services during this phase of our business plan. Prior to the
Company's actual bottling and any sale of its product, all such approvals
necessary will be researched, applied for, and received.

RESEARCH AND DEVELOPMENT COSTS DURING THE LAST TWO YEARS

We have expended approximately $250 in funds for research and development
costs incurred by our founder since inception.

EMPLOYEES AND EMPLOYMENT AGREEMENTS

Our only employee is our sole officer and director, Kevin Nichols. Mr.
Nichols currently devotes five to ten hours per week to Company matters and
after receiving funding he plans to devote as much time as is necessary to
manage the affairs of the Company. There are no formal employment agreements
between the Company and our current employee.

REPORTS TO SECURITIES HOLDERS

We will provide an annual report that includes audited financial information
to our shareholders. We make our financial information equally available to
any interested parties or investors through compliance with the disclosure
rules of the Securities Exchange Act of 1934, including filing Form 10K
annually and Form 10Q quarterly. In addition, we will file Form 8K and other
proxy and information statements from time to time as required. We do not
intend to voluntarily file the above reports in the event that our obligation
to file such reports is suspended under the Exchange Act. The public may read
and copy any materials that we file with the Securities and Exchange
Commission, ("SEC"), at the SEC's Public Reference Room at 100 F Street NE,
Washington, DC 20549. The public may obtain information on the operation of
the Public Reference Room by calling the SEC at 1-800-SEC-0330. The SEC
maintains an Internet site (www.sec.gov) that contains reports, proxy and
information statements, and other information regarding issuers that file
electronically with the SEC.







                                      -9-
<PAGE>
ITEM 1A. RISK FACTORS

OUR AUDITORS HAVE ISSUED A GOING CONCERN OPINION, THEREFORE THERE IS
SUBSTANTIAL UNCERTAINTY WE WILL CONTINUE ACTIVITIES IN WHICH CASE YOU COULD
LOSE YOUR INVESTMENT.

Our auditors have issued a going concern opinion. This means that there is
substantial doubt that we can continue as an ongoing business for the next
twelve months. As such we may have to cease activities and you could lose
your investment.

WE LACK AN OPERATING HISTORY AND HAVE LOSSES WHICH WE EXPECT TO CONTINUE INTO
THE FUTURE. AS A RESULT, WE MAY HAVE TO SUSPEND OR CEASE ACTIVITIES.

We were incorporated in January 2009 and we have only recently and minimally
have started our proposed business activities. The Company has not realized
any revenue and does not expect to for several months. We have no operating
history upon which an evaluation of our future success or failure can be
made. Our net loss was $35,527 from inception to August 31, 2012. Our ability
to achieve and maintain profitability and positive cash flow is dependent
upon:

  * our ability to develop and formulate a profitable drink product
  * our ability to generate revenues
  * our ability to manage development costs and expenses

Based upon current plans, we expect to incur operating losses in future
periods. This will happen because there are expenses associated with the
development, production, and marketing/sales of our drink product. As a
result, we may not generate revenues in the future. Failure to generate
revenues will cause us to suspend or cease activities.

WE WILL HAVE TO SPEND ADDITIONAL FUNDS TO FORMULATE, DEVELOP, AND PRDUCE OUR
DRINK PRODUCT, AND THEN EVEN MORE TO MARKET AND SELL IT, IF WE CAN'T RAISE
SUFFICIENT CAPITAL WE MAY HAVE TO CEASE OPERATIONS AND YOU COULD LOSE YOUR
INVESTMENT.

Even after we complete our product development program and are successful in
producing our drink product(s), we will have to spend substantial funds on
the marketing and sales efforts before we will know if we have a commercially
viable and marketable/sellable product(s).

BECAUSE WE ARE SMALL AND DO NOT HAVE MUCH CAPITAL, WE MAY HAVE TO LIMIT OUR
DEVELOPMENT/MARKETING/SALES ACTIVITIES WHICH MAY RESULT IN A LOSS OF YOUR
INVESTMENT.

Because we are small and do not have much capital, we must limit our product
development, marketing, and sales activities. As such we may not be able to
complete a product and business development program that is as thorough as we
would like. If this becomes a reality, we may not ever generate revenues and
you will lose your investment.




                                   -10-
<PAGE>
BECAUSE OUR SOLE OFFICER AND DIRECTOR HAS OTHER OUTSIDE BUSINESS ACTIVITIES
AND WILL ONLY BE DEVOTING 10%-25% OF HIS TIME, APPROXIMATELY FIVE TO TEN
HOURS PER WEEK, TO OUR OPERATIONS, OUR OPERATIONS MAY BE SPORADIC WHICH MAY
RESULT IN PERIODIC INTERRUPTIONS OR SUSPENSIONS OF BUSINESS DEVELOPMENT.

Because our sole officer and director has other outside business activities
and will only be devoting limited amounts of his time to our development and
operations, completion of these steps of our business plan may be sporadic
and occur at times which are convenient to our officer and director. As a
result, development of our product and its marketing and sale may be
periodically interrupted or suspended.

OUR STOCK WILL BE CONSIDERED PENNY STOCK WHICH LIMITS AN INVESTORS' ABILITY
TO SELL THE STOCK.

Our shares will constitute "penny stock" under the Exchange Act. The shares
will remain penny stock for the foreseeable future. The classification of
penny stock makes it more difficult for any broker-dealer to sell the stock
into a secondary market, thus limiting investment liquidity. Any broker-
dealer engaged by a purchaser for the purpose of selling his or her shares in
our Company will be subject to Rules 15g-1 through 15g-10 of the Exchange
Act. Rather than creating a need to comply with those rules, some broker-
dealers will refuse to attempt to sell penny stock.

ITEM 2. PROPERTIES

The Company presently owns no real estate property. It presently utilizes the
office of our sole officer and director, Kevin Nichols, who makes this space
available to the Company free of charge. His office is located in Spokane,
Washington. The office provides use of computer, phone, printer, and a fax
machine and its general character is adequate to provide sufficient space and
resources for the Company's business development.

For our initial testing and development of our product(s), the Company has
been able to utilize the kitchen within Mr. Nichols' home. Mr. Nichols
presently has and will make available to the Company his own measuring
instruments and utensils for precise weights, volumes, and mixing of the
liquids and ingredients used in formulating the initial product(s).

Mr. Nichols also has an adequate amount of storage capacity within his home,
in excess of 100 square feet, which can be made available as might be needed.

We currently have no investment policies as they pertain to real estate, real
estate interests, or real estate mortgages.

ITEM 3. LEGAL PROCEEDINGS

We are not currently involved in any legal proceedings and we are not aware
of any pending or potential legal actions.

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

There were no matters submitted to a vote of the security holders during the
year ended August 31, 2012.

                                       -11-
<PAGE>
                                     PART II

ITEM 5. MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS

We are not listed or traded on any exchange. We have not had any active
trading in our stock as of the date of this report. No closing bid or ask
prices are available.

As of August 31, 2012, there were thirty-three (33) shareholders of record
holding a total of 12,000,000 shares of the Company's common stock. The
holders of common stock are entitled to one vote for each share held of
record on all matters submitted to a vote of stockholders. Holders of the
common stock have no pre-emptive rights and no right to convert their common
stock into any other securities. There are no redemption or sinking fund
provisions applicable to the common stock.

We have not paid, nor declared, any dividends since our inception and do not
intend to declare any such dividends in the foreseeable future. Our ability
to pay dividends is subject to limitations imposed by Nevada law. Under
Nevada law, dividends may be paid to the extent that a corporation's assets
exceed its liabilities and it is able to pay its debts as they become due in
the usual course of business.

REPORTS

We are subject to certain filing requirements and will furnish annual
financial reports to our stockholders, certified by our independent
accountant, and will furnish un-audited quarterly financial reports in our
quarterly reports filed electronically with the Securities and Exchange
Commission. All reports and information filed by us can be found at their
website, www.sec.gov.

TRANSFER AGENT

The Company has yet to appoint a Transfer Agent, but will do so when, and as
it may be required in the furtherance of the business plan.

ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
        RESULTS OF OPERATIONS

RESULTS OF OPERATIONS

We are still in our developmental stage and have yet to generate any revenue.

We incurred operating expenses of $10,682 and $11,818 for the years ended
August 31, 2012 and 2011, respectively. These expenses consisted of general
operating expenses incurred primarily in connection with our corporate start-
up, product development/testing, and the preparation and filing of our
ongoing periodic reports. Our net loss from inception (January 29, 2009)
through August 31, 2012 was $35,527, and consists of the same nature of
general operating expenses incurred over the past years.




                                  -12-
<PAGE>
Our cash balances were $379 and $157 at August 31, 2012 and 2011,
respectively. These account balances vary and are based on the timing of
expenses and advances made by our Founder to cover our shortfalls. This has
been required as there have been no operating cash flows/revenues to date.

Liabilities increased to $33,907 at August 31, 2012, from the previous year
end balance of $23,002, due to the cash advances to us made by our Founder.

In May, 2009, a total of 12,000,000 shares of common stock were issued in
exchange for $2,000, or approximately $.00017 per share. These securities
were issued to Kevin Nichols, the sole officer and director of the Company.

In June, 2012 the Company received approval from the SEC to begin selling
common shares by way of an S-1 Offering. Per the terms of the Offering, the
Company could sell up to 8,000,000 shares at $.025 per share for total
proceeds of up to $200,000.

In addition to those shares being sold by the Company, the proceeds from
which will be retained by the Company, the an aggregate 1,260,000 shares were
registered to be sold by the existing shareholders, including 1,000,000 of
the total shares held by the Founder, Kevin Nichols.

The following table provides selected financial data about our Company for
the period ended August 31, 2012.

      Balance Sheet Data:            8/31/12        8/31/11
      -------------------            -------        -------
      Cash                          $    379       $    157
      Total Assets                  $    379       $    157
      Total Liabilities             $ 33,907       $ 23,002
      Shareholders' Equity          $(35,527)      $(24,845)

Our auditors have expressed their doubt about our ability to continue as a
"going concern" unless we are able to raise additional capital and ultimately
generate profitable operations.

LIQUIDITY AND CAPITAL RESOURCES

Our cash balance at August 31, 2012 was $379, compared to $157 at August 31,
2011. As we experience a shortage of funds over the next twelve months, we
will most likely utilize funds from our Founder, who has agreed to advance
funds for operations, if needed. However, there is no formal commitment,
arrangement, or legal obligation to advance or loan funds to the Company.

PLAN OF OPERATION

This section includes a number of forward-looking statements that reflect our
current views with respect to future events and financial performance.
Forward-looking statements are often identified by words like: believe,
expect, estimate, anticipate, intend, project and similar expressions, or
words which, by their nature, refer to future events. You should not place
undue certainty on these forward-looking statements, which apply only as of
the date of this prospectus. These forward-looking statements are subject to
certain risks and uncertainties that could cause actual results to differ
materially from historical results or any of our predictions.
                                    -13-
<PAGE>
The Company believes that it will be able to achieve operating cash flows
from the sale of its product but, until such time, we must rely on our
ability to raise cash from sources other than operations, namely the Form S-1
stock offering and/or continued advances by our sole officer and director,
Kevin Nichols.

We will need additional capital in the form of private equity, debt, or some
combination thereof in order to more fully complete its "optimal" level with
its business plan. At present, we are actively pursuing additional funding by
way of the Form S-1 stock offering. This effort required to secure such
additional capital will no doubt place an additional burden on Mr. Nichols'
time and will take him away from his focus on product development and moving
the Company closer to operating status.

We intend to accomplish the foregoing and will measure our accomplishment
through the following milestones:

1. Seek additional funding of capital. The Company had expected to begin
testing and formulation of its product once it achieves some success in
funding from its S-1 Offering. The Company has not been able to begin much
beyond its product formulation(s) towards the more complete implementation of
its business plan. This will most likely be the situation until additional
capital is raised. The Company intends to continue with an effort to raising
additional capital during the next few months.

2. Formulation of its drink product is of foremost importance at present in
these early stages of the Company's business cycle. As stated earlier, the
drink will be formulated with added ingredients with the idea of making it
better for you plain water. The Company is endeavoring at present to develop
about three basic formulas rather than several formulas, and then offer those
few basic flavors for its product roll-out. At present, the Company is
actively pursuing its product development, testing/working with various
fruit, citrus, and berry flavors to come up with its initial drink
formulations.

3. Once the drink formulas have been somewhat developed and decided upon, the
Company will begin working simultaneously on several other key areas in the
furtherance of its business plan. In no particular order, these areas of
development include the following:

 - develop contacts with third-party bottlers with the goal of selecting one
     to utilize in the manufacturing and bottling of the Company's product,
 - develop a name for the Company's product,
 - design labeling for the product,
 - research and select the form of packaging (i.e. bottle type),
 - research and decide upon the pricing model for the product;
 - design and develop the Company's web-site utilizing a third-party web
     designer
 - meet with local area retailers and wholesalers regarding sale and
     distribution of the product,
 - plan other marketing and promotional means for getting knowledge and brand
     recognition of the product into the marketplace.



                                  -14-
<PAGE>
4. Detailed breakdowns of the costs of these areas of our business
development are provided below. If the Company is not able to generate
sufficient revenues and cash flow levels after the above milestones in its
development to continue operations, it will be forced to suspend or possibly
cease operations. If it were to cease operations, the Company has no plans to
do anything else and would most likely shut down and cease to exist.

The following table sets forth uses of various levels of proceeds that it
will be seeking to raise as additional capital, with the maximum level
expected to be $200,000. Assuming the Company raises 10%, 25%, 50%, 75%, and
100% of this total level of capital, the following shows the various levels
of uses of that capital.

                                   If 10%   If 25%   If 50%   If 75% If 100%
                                   Rec'd    Rec'd    Rec'd    Rec'd    Rec'd

Gross Proceeds                  $ 20,000 $ 50,000 $100,000 $150,000 $200,000
                                   -----   ------  -------  -------  -------
Less: Repay Founder for
      Cash Advances (1)           20,000   20,000  20,000    20,000   20,000
                                   -----   ------  -------  -------  -------
Net Proceeds                           0   30,000  80,000   130,000  180,000
                                   -----   ------  -------  -------  -------
Less: Offering Expenses
  Preparation, Filing, Copies          0      500     500       500      500
  Accounting and Legal                 0    2,000   2,000     2,000    2,000
  Transfer Agent                       0    1,500   1,500     1,500    1,500
                                   -----   ------  -------  -------  -------
  TOTAL                                0    4,000   4,000     4,000    4,000
Less: Administrative
  Office Supplies & Services           0    1,000    4,000    6,000    8,000
  Legal & Accounting                   0   10,000   10,000   10,000   10,000
                                   -----   ------  -------  -------  -------
  TOTAL                                0   11,000   14,000   16,000   18,000

Less: Product Development
  Drink Testing/Formulations           0    3,000    6,000   10,000   12,000
  Name/Label/Packaging Design          0    5,000   10,000   15,000   18,000
  Trademark Research/Filing            0    1,000    2,000    3,000    3,000
                                   -----   ------   ------   ------   ------
  TOTAL                                0    9,000   18,000   28,000   33,000

Less: Marketing & Advertising
  Product Promotion                    0    3,000    8,000   12,000   15,000
  Targeted Advertising                 0    2,000    4,000    6,000    8,000
  Web Design/E-Commerce                0    2,000    8,000   12,000   15,000
                                   ------  ------  -------  -------  -------
   TOTAL                               0    7,000   20,000   30,000   38,000

Working Capital                        0        0   24,000   52,000   87,000
                                  ------   ------  -------  -------  -------
TOTALS                           $20,000  $50,000 $100,000 $150,000 $200,000
                                  ======   ======  =======  =======  =======


                                       -15-
<PAGE>
(1) The Company will reimburse its Founder from the proceeds of this offering
for a portion of the amount that he has previously advanced/loaned to the
Company. As of August 31, 2012, he has advanced to the Company (and is
presently owed by the Company) a total of $29,532. The balance at August 31,
2011 was $18,627.

OFF-BALANCE SHEET ARRANGEMENTS

We have no off-balance sheet arrangements.








ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

The Auditors' Report and audited financial statements for the fiscal years
ended August 31, 2012 and 2011 are as follows.


































                                     -16-
<PAGE>
SEALE AND BEERS, CPAs  PCAOB & CPAB REGISTERED AUDITORS  www.sealebeers.com

        REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors and Stockholders of
Essense Water, Inc.
(A Development Stage Company)

We have audited the accompanying balance sheets of Essense Water, Inc. (A
Development Stage Company) as of August 31, 2012 and 2011, and the related
statements of operations, stockholders' equity (deficit) and cash flows for
the years ended August 31, 2012 and 2011, and from inception on January 29,
2009 through August 31, 2012. Essense Water, Inc.'s management is responsible
for these financial statements.  Our responsibility is to express an opinion
on these financial statements based on our audits.

We conducted our audits in accordance with the standards of the Public
Company Accounting Oversight Board (United States).  Those standards require
that we plan and perform the audits to obtain reasonable assurance about
whether the financial statements are free of material misstatement.  The
Company is not required to have, nor were we engaged to perform, an audit of
its internal control over financial reporting.  Our audit included
consideration of internal control over financial reporting as a basis for
designing audit procedures that are appropriate in the circumstances, but not
for the purpose of expressing an opinion on the effectiveness of the
company's internal control over financial reporting.  Accordingly we express
no such opinion.  An audit also includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements, assessing
the accounting principles used and significant estimates made by management,
as well as evaluating the overall financial statement presentation.  We
believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Essense Water, Inc. (A
Development Stage Company) as of August 31, 2012 and 2011, and the related
statements of operations, stockholders' equity (deficit) and cash flows for
the years ended August 31, 2012 and 2011, and from inception on January 29,
2009 through August 31, 2012, in conformity with accounting principles
generally accepted in the United States of America.

The accompanying financial statements have been prepared assuming that the
Company will continue as a going concern.  As discussed in Note 3 to the
financial statements, the Company has no revenues, has negative working
capital at August 31, 2012, has incurred recurring losses and recurring
negative cash flow from operating activities, and has an accumulated deficit
which raises substantial doubt about its ability to continue as a going
concern.  Management's plans concerning these matters are also described in
Note 3.  The financial statements do not include any adjustments that might
result from the outcome of this uncertainty.

/s/ Seale and Beers, CPAs

Seale and Beers, CPAs
Las Vegas, Nevada
November 21, 2012
                                   -17-
<PAGE>
                               ESSENSE WATER, INC.
                          (A Development Stage Company)
                                 Balance Sheets
-----------------------------------------------------------------------------
                                                     As of          As of
                                                   August 31,      August 31,
                                                      2012           2011
                                                    --------       --------
                                     ASSETS
CURRENT ASSETS
  Cash                                              $    379      $    157
                                                    --------      --------
TOTAL CURRENT ASSETS                                     379           157
                                                    --------      --------

      TOTAL ASSETS                                  $    379      $    157
                                                    ========      ========

                       LIABILITIES & STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
  Accounts Payable and Accrued Liabilities          $  4,375      $  4,375
  Payable to Affiliates                               29,532        18,627
                                                    --------      --------
TOTAL CURRENT LIABILITIES                             33,907        23,002
                                                    --------      --------

      TOTAL LIABILITIES                               33,907        23,002
                                                    --------      --------
STOCKHOLDERS' EQUITY
  Common stock, ($0.0001 par value, 75,000,000
   shares authorized; 12,000,000 shares
   issued and outstanding as of August 31,
   2012 and 2011)                                      1,200         1,200
  Additional paid-in capital                             800           800
  Deficit accumulated during development stage       (35,527)      (24,845)
                                                    --------      --------
TOTAL STOCKHOLDERS' EQUITY                           (33,527)      (22,845)
                                                    --------      --------

      TOTAL LIABILITIES & STOCKHOLDERS' EQUITY      $    379      $    157
                                                    ========      ========












The accompanying notes are an integral part of these Financial Statements.

                                  -18-
<PAGE>
                               ESSENSE WATER, INC.
                         (A Development Stage Company)
                            Statements of Operations
-----------------------------------------------------------------------------

                                                                  January 29
                                                                    2009
                                                                 (inception)
                                   Year Ended      Year Ended      through
                                   August 31,      August 31,     August 31,
                                     2012            2011            2012
                                   ----------      ----------     ----------
Income:
  Operating Revenues               $        0      $        0     $        0
                                   ----------      ----------     ----------
TOTAL REVENUES                              0               0              0

Expenses:
  General and Administrative           10,682          10,818         34,527
  General & Administrative -
    Related Party                           0           1,000          1,000
                                   ----------      ----------     ----------
Total Expenses                         10,682          11,818         35,527

Provision for Income Taxes                 --              --             --
                                   ----------      ----------     ----------

NET INCOME (LOSS)                  $  (10,682)     $  (11,818)    $  (35,527)
                                   ==========      ==========     ==========

BASIC EARNINGS (LOSS)
  PER SHARE                        $    (0.00)     $    (0.00)
                                   ==========      ==========
WEIGHTED AVERAGE NUMBER OF
 COMMON SHARES OUTSTANDING         12,000,000      12,000,000
                                   ==========      ==========

















  The accompanying notes are an integral part of these Financial Statements.

                                     -19-
<PAGE>
                               ESSENSE WATER, INC.
                         (A Development Stage Company)
                        Statement of Stockholders' Equity
             From January 29, 2009 (Inception) through August 31, 2012
-----------------------------------------------------------------------------

                                                         Deficit
                                                        Accumulated
                                   Common   Additional    During
                           Common  Stock     Paid-in    Development
                           Stock   Amount    Capital       Stage      Total
                           -----    ------    -------    ----------   ------
BALANCE,
  JANUARY 29, 2009            --   $   --     $    --    $       --  $    --

Stock issued for cash
  on May 29, 2009
  $0.00017 per share  12,000,000    1,200         800                  2,000

Net loss,
  August 31, 2009                                           (3,911)   (3,911)
                      ----------   -------   -------    ----------   -------
BALANCE,
  AUGUST 31, 2009     12,000,000   $ 1,200    $   800    $  (3,911) $ (1,911)
                      ==========   =======    =======    =========  ========

Net loss,
August 31, 2010                                             (9,117)   (9,117)
                      ----------   -------   -------    ----------   -------

BALANCE,
  AUGUST 31, 2010     12,000,000   $ 1,200    $   800    $ (13,027) $(11,027)
                      ==========   =======    =======    =========  ========

Net loss,
August 31, 2011                                            (11,818)  (11,818)
                      ----------   -------   -------    ----------   -------

BALANCE,
  AUGUST 31, 2011     12,000,000   $ 1,200    $   800    $ (24,845) $(22,845)
                      ==========   =======    =======    =========  ========

Net loss,
August 31, 2012                                            (10,682)  (10,682)
                      ----------   -------   -------    ----------   -------

BALANCE,
  AUGUST 31, 2012     12,000,000   $ 1,200    $   800    $ (35,527) $(33,527)
                      ==========   =======    =======    =========  ========




  The accompanying notes are an integral part of these Financial Statements.

                                     -20-
<PAGE>
                               ESSENSE WATER, INC.
                         (A Development Stage Company)
                            Statements of Cash Flows
-----------------------------------------------------------------------------
                                                                  January 29,
                                                                     2009
                                                                  (inception)
                                         Year ended  Year Ended      through
                                          August 31,  August 31,   August 31,
                                            2012        2011         2012
                                         ----------  ----------   -----------

OPERATING ACTIVITIES
  Net income (loss)                      $ (10,682)  $ (11,818)   $ (35,527)
  Adjustments to reconcile net
    loss to net cash provided
    by (used in) operating
    activities:

  Changes in operating liabilities:
    Increase (decrease) in
      Accrued Payables                           0       2,625       4,375
                                           --------    --------    --------
NET CASH PROVIDED BY (USED IN)
  OPERATING ACTIVITIES                     (10,682)     (9,193)    (31,152)

FINANCING ACTIVITIES
  Issuance of Common Stock                      --          --       2,000
  Advances/Loans from Affiliates            10,905       8,654      29,532
                                           --------    --------    --------
NET CASH PROVIDED BY (USED IN)
  FINANCING ACTIVITIES                      10,905       8,654      31,532
                                           --------    --------    --------

NET INCREASE (DECREASE) IN CASH                223        (539)        379

CASH AT BEGINNING OF PERIOD                    157         696          --
                                           --------    --------    --------

CASH AT END OF PERIOD                    $     379    $    157    $    379
                                           ========    ========    ========

SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION

Cash paid during period for:
  Interest                                 $    --     $     --    $     --
                                           ========    ========    ========

  Income Taxes                             $    --     $     --    $     --
                                           ========    ========    ========



  The accompanying notes are an integral part of these Financial Statements.

                                     -21-
<PAGE>
                               ESSENSE WATER, INC.
                         (A Development Stage Company)
                          Notes to Financial Statements
                               August 31, 2012
-----------------------------------------------------------------------------

NOTE 1. ORGANIZATION AND DESCRIPTION OF BUSINESS

Essense Water, Inc. (the "Company"), was incorporated on January 29, 2009,
under the laws of the State of Nevada. The Company is a development-stage
company, established to develop, produce, and market a water-based consumer
beverage. It has elected a fiscal year end of August 31.

The Company's authorized share capital consists of 75,000,000 shares of
common stock, $0.0001 par value per share. At August 31, 2012 and 2011, the
Company has 12,000,000 shares of its common stock issued and outstanding.

NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

A. BASIS OF ACCOUNTING

The Company's financial statements are prepared using the accrual method of
accounting. The Company has elected an August 31, yearend.

B. BASIC EARNINGS PER SHARE

ASC No. 260, "Earnings Per Share", specifies the computation, presentation
and disclosure requirements for earnings (loss) per share for entities with
publicly held common stock. The Company has adopted the provisions of ASC No.
260.

Basic net loss per share amounts is computed by dividing the net loss by the
weighted average number of common shares outstanding. Diluted earnings per
share are the same as basic earnings per share due to the lack of dilutive
items in the Company.

C. CASH EQUIVALENTS

The Company considers all highly liquid investments purchased with an
original maturity of three months or less to be cash equivalents.

D. USE OF ESTIMATES AND ASSUMPTIONS

The preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions
that affect the reported amounts of assets and liabilities and disclosure of
contingent assets and liabilities at the date of the financial statements and
the reported amounts of revenues and expenses during the reporting period.
Actual results could differ from those estimates. In accordance with ASC No.
250 all adjustments are normal and recurring.





                                    -22-
<PAGE>
E. INCOME TAXES

Income taxes are provided in accordance with ASC No. 740, Accounting for
Income Taxes. A deferred tax asset or liability is recorded for all temporary
differences between financial and tax reporting and net operating loss
carryforwards. Deferred tax expense (benefit) results from the net change
during the year of deferred tax assets and liabilities.

Deferred tax assets are reduced by a valuation allowance when, in the opinion
of management, it is more likely than not that some portion of all of the
deferred tax assets will be realized. Deferred tax assets and liabilities are
adjusted for the effects of changes in tax laws and rates on the date of
enactment.

F. REVENUE

The Company records revenue on the accrual basis when all goods and services
have been performed and delivered, the amounts are readily determinable, and
collection is reasonably assured. The Company has not generated any revenue
since its inception.

G. ADVERTISING

The Company will expense its advertising when incurred. There have been no
advertising costs since inception.

H. RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS

The Company's management has evaluated all recent accounting pronouncements
since the date of the last audit through the issuance date of these financial
statements. In the Company's opinion, none of the recent accounting
pronouncements will have a material effect on the financial statements.

NOTE 3. GOING CONCERN

The accompanying financial statements have been prepared assuming that the
Company will continue as a going concern. As discussed in the notes to the
financial statements, the Company has no established source of revenue. This
raises substantial doubt about the Company's ability to continue as a going
concern. Without realization of additional capital, it would be unlikely for
the Company to continue as a going concern. The financial statements do not
include any adjustments that might result from this uncertainty.

The Company's activities to date have been supported by equity financing by
its founder. It has sustained losses in all reporting periods, with an
inception to date loss of $35,527 as of August 31, 2012. Management is
presently providing the required working capital to the Company to facilitate
and pursue its business plan.

NOTE 4. WARRANTS AND OPTIONS

There are no warrants or options outstanding to acquire any additional shares
of common stock.


                                   -23-
<PAGE>
NOTE 5. RELATED PARTY TRANSACTIONS

The Company's sole Officer and Director has advanced/loaned the Company funds
and has paid certain third-party expenses on behalf of the Company. As of
August 31, 2012 and 2011, the amounts owing the sole officer and director
were $29,532 and $18,627, respectively. These amounts are payable on demand
and are non-interest bearing.

The Company's sole officer and director has received and is owed no salary.

The Company neither owns nor leases any real or personal property.

The sole officer and director of the Company is involved in other business
activities and may, in the future, become involved in other business
opportunities as they become available. Thus he may face a conflict in
selecting between the Company and his other business interests. The Company
has not formulated a policy for the resolution of such conflicts.

During the year ended August 31, 2011, the Company paid a total of $1,000 to
its legal counsel, Mr. Jeffrey Nichols, who is the brother of Kevin Nichols.
During the year ended August 31, 2012, there was $0 paid to Jeff Nichols.

NOTE 6. INCOME TAXES

                                                        As of August 31,

                                                         2012       2011
                                                        ------     ------
     Deferred tax assets:
       Net operating tax carryforwards                $ 35,527   $ 24,845
       Other                                                 0          0
                                                        ------     ------

       Gross deferred tax assets                        35,527     24,845
       Valuation allowance                             (35,527)   (24,845)
                                                        ------     ------

       Net deferred tax assets                        $      0   $      0
                                                        ======     ======

Realization of deferred tax assets is dependent upon sufficient future
taxable income during the period that deductible temporary differences and
carryforwards are expected to be available to reduce taxable income. As the
achievement of required future taxable income is uncertain, the Company
recorded a valuation allowance.

NOTE 7. NET OPERATING LOSSES

As of August 31, 2012, the Company has a net operating loss carryforward of
approximately $35,527. Net operating loss carryforward expires 20 years from
the date the loss was incurred.




                                      -24-
<PAGE>
NOTE 8. STOCK TRANSACTIONS

The stockholders' equity section of the Company contains the following
classes of capital stock as of August 31:

     Common  stock, $0.0001 par value: 75,000,000 shares authorized;
        12,000,000 shares issued and outstanding as of August 31, 2012 and
        2011.

On May 29, 2009 the Company issued a total of 12,000,000 shares of common
stock to its sole officer/director for cash at $0.00017 per share for total
proceeds of $2,000.

NOTE 9. SUBSEQUENT EVENTS

The Company has evaluated subsequent events through the date that the
financial statements were issued, and determined there are no other
subsequent events to be reported.





































                                      -25-
<PAGE>
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON FINANCIAL DISCLOSURE

There have been no disagreements between the Company and our independent
public accounting firm, Seale & Beers CPAs, as to any matter of accounting
principles or practices, financial statement disclosure, or auditing scope or
procedure.

ITEM 9A. CONTROLS AND PROCEDURES

EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES

Under the supervision and with the participation of our management, including
our principal executive officer and the principal financial officer (our
President), we have conducted an evaluation of the effectiveness of the
design and operation of our disclosure controls and procedures, as defined in
Rules 13a-15(e) and 15d-15(e) under the Securities and Exchange Act of 1934,
as of the end of the period covered by this report. Based on this evaluation,
our principal executive officer and principal financial officer concluded as
of the evaluation date that our disclosure controls and procedures were not-
effective that the material information required to be included in our
Securities and Exchange Commission reports is accumulated and communicated to
our management, including our principal executive and financial officer,
recorded, processed, summarized, and reported within the time periods
specified in Securities and Exchange Commission rules and forms relating to
our Company, particularly during the period when this report was being
prepared.

MANAGEMENT'S ANNUAL REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING

Our management is responsible for establishing and maintaining adequate
internal control over financial reporting, as such term is defined in Rules
13a-15(f) and 15d-15(f) under the Exchange Act, for the Company.

Internal control over financial reporting includes those policies and
procedures that: (1) pertain to the maintenance of records that, in
reasonable detail, accurately and fairly reflect the transactions and
dispositions of our assets; (2) provide reasonable assurance that
transactions are recorded as necessary to permit preparation of financial
statements in accordance with generally accepted accounting principles, and
that our receipts and expenditures are being made only in accordance with
authorizations of its management and directors; and (3) provide reasonable
assurance regarding prevention or timely detection of unauthorized
acquisition, use, or disposition of our assets that could have a material
effect on the financial statements.

Management recognizes that there are inherent limitations in the
effectiveness of any system of internal control, and accordingly, even
effective internal control can provide only reasonable assurance with respect
to financial statement preparation and may not prevent or detect material
misstatements. In addition, effective internal control at a point in time may
become ineffective in future periods because of changes in conditions or due
to deterioration in the degree of compliance with our established policies
and procedures.

                                       -26-
<PAGE>
A material weakness is a significant deficiency, or combination of
significant deficiencies, that results in there being a more than remote
likelihood that a material misstatement of the annual or interim financial
statements will not be prevented or detected.

Under the supervision and with the participation of our President, management
conducted an evaluation of the effectiveness of our internal control over
financial reporting, as of August 31, 2012, based on the framework set forth
in Internal Control-Integrated Framework issued by the Committee of
Sponsoring Organizations of the Treadway Commission (COSO). Based on our
evaluation under this framework, management concluded that our internal
control over financial reporting was not effective as of the evaluation date
due to the factors stated below.

Management assessed the effectiveness of the Company's internal control over
financial reporting and identified the following material weaknesses:

INSUFFICIENT RESOURCES: We have an inadequate number of personnel within the
key functional areas of finance and accounting.

INADEQUATE SEGREGATION OF DUTIES: We have an inadequate number of personnel
to properly implement control procedures.

LACK OF AUDIT COMMITTEE & OUTSIDE DIRECTORS ON THE COMPANY'S BOARD OF
DIRECTORS: We do not have a functioning audit committee or outside directors
on our Board of Directors, resulting in ineffective oversight in the
establishment and monitoring of required internal controls and procedures.

Management, including our President, has discussed the material weakness
noted above with our independent registered public accounting firm. Due to
the nature of this material weakness, there is a more than remote likelihood
that misstatements which could be material to the annual or interim financial
statements could occur that would not be prevented or detected.

This annual report does not include an attestation report of our registered
public accounting firm regarding internal control over financial reporting.
Management's report was not subject to attestation by the our registered
public accounting firm pursuant to temporary rules of the SEC that permit us
to provide only management's report in this annual report.

MANAGEMENT'S REMEDIATION INITIATIVES

In an effort to remediate the identified material weaknesses and other
deficiencies and enhance our internal controls, we have initiated, or plan to
initiate, the following series of measures:

We will create a position to segregate duties consistent with control
objectives and increase our personnel resources within the accounting
function when funds are available to us. And, we plan to appoint one or more
outside directors to our Board of Directors who shall be appointed to an
audit committee resulting in a fully functioning audit committee who will
undertake the oversight in the establishment and monitoring of required
internal controls and procedures such as reviewing and approving estimates
and assumptions made by management when funds are available to us.

                                      -27-
<PAGE>
Management believes that the appointment of one or more outside directors,
who shall be appointed to a fully functioning audit committee, will remedy
the lack of a functioning audit committee and a lack of a majority of outside
directors on our Board.

We anticipate that these initiatives will be at least partially, if not
fully, implemented by August 31, 2013. Additionally, we plan to test our
updated controls and remediate our deficiencies by August 31, 2013.

CHANGES IN INTERNAL CONTROLS OVER FINANCIAL REPORTING

There have been no changes in our internal control over financial reporting
that occurred during the last fiscal quarter for our fiscal year ended August
31, 2012 that have materially affected, or are reasonably likely to
materially affect, our internal control over financial reporting.

                                    PART III

ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS

The sole officer and director of Essense, whose one year terms will expire
January 31, 2012, or at such a time as their successor(s) shall be elected
and qualified is as follows:

Name & Address        Age    Position      Date First Elected    Term Expires
--------------        ---    --------      ------------------    ------------

Kevin Nichols          53    President,         1/29/2009          1/31/2013
4327 S Pittsburg             Secretary,
Spokane, WA  99203           Treasurer,
                             CFO, CEO &
                             Director

The foregoing person is a promoter of Essense Water, Inc., as that term is
defined in the rules and regulations promulgated under the Securities and
Exchange Act of 1933. Directors are elected to serve until the next annual
meeting of stockholders and until their successors have been elected and
qualified. Officers are appointed to serve until the meeting of the Board of
Directors following the next annual meeting of stockholders and until their
successors have been elected and qualified.

Kevin Nichols currently devotes five to ten hours per week to Company
matters, in the future he intends to devote as much time as the Board of
Directors deems necessary to manage the affairs of the Company, and as his
schedule with his other business interests permits.

BACKGROUND INFORMATION

Mr. Kevin Nichols has been the President, Secretary, Treasurer and sole
Director of Essense since January 29, 2009, the date of its inception.

His background is as follows:

BBA Boise State University, Boise, ID
Major: Accounting and Finance
                                        -28-
<PAGE>
Over the past eleven years, Mr. Nichols has been self-employed as an
independent business consultant through his wholly-owned company, Selway
Group, LLC and through Altres Group, LLC, which is owned jointly, on a 50/50
basis by him and his brother, Jeff Nichols. Both of these companies
specialize in providing assistance with the many start-up and other
requirements of new and existing businesses, including company formations and
structuring, elements of tax and accounting, and analyzing existing
businesses for inefficiencies, ways to increase profits, and seek new growth
opportunities.

Prior to his self-employment, Mr. Nichols held positions primarily in areas
of accounting and finance with such companies as Arthur Andersen & Co, SAFECO
Properties, Wells Fargo Realty Advisors, Seafirst Bank, Bank of America, and
Kiemle & Hagood Co., a Spokane-area commercial real estate development and
management company.

With respect specifically to the Company, Mr. Nichols has had no direct
experience in the beverage industry, nor has he overseen the complete
implementation, from start-up through successful operations, of a company
similar to Essense.

INVOLVEMENT IN CERTAIN LEGAL PROCEEDINGS

No executive officer or director of the Company has been the subject of any
order, judgment, or decree of any court of competent jurisdiction, or any
regulatory agency permanently or temporarily enjoining, barring, suspending,
or otherwise limiting him or her from acting as an investment advisor,
underwriter, broker, or dealer in the securities industry, or as an
affiliated person, director, or employee of an investment company, bank,
savings and loan association, or insurance company or from engaging in or
continuing any conduct or practice in connection with any such activity or in
connection with the purchase or sale of any securities.

No executive officer or director of the Company has been convicted in any
criminal proceeding (excluding traffic violations) or is the subject of a
criminal proceeding which is currently pending.

CONFLICT OF INTEREST

Our sole Officer and Director does not currently devote all of his business
time to our operations, and is actively involved in other business endeavors.
Other than his time commitments/conflicts with his other business interests,
there is no direct competition or conflict of Company interests with any
other of Mr. Nichols' businesses.

CODE OF ETHICS

The Company does not currently have a code of ethics, because we have only
limited business operations and only one officer and director, we believe a
code of ethics would have limited utility. We intend to adopt such a code of
ethics as our business operations expand and we have more directors,
officers, and employees.



                                      -29-
<PAGE>
ITEM 11. EXECUTIVE COMPENSATION

Our current sole officer receives no compensation. The current Board of
Directors is comprised of Kevin Nichols.

                           SUMMARY COMPENSATION TABLE

                                           Non-Equity Nonqualified
                                            Incentive Deferred  All
Name and                                       Plan   Compen-   Other
Principal                    Stock  Option    Compen- sation    Compen-
Position  Year Salary Bonus  Awards Awards    sation  Earnings  sation Totals
--------  ---  ------ -----  ------ ------    ------  --------  ------ ------
Kevin
  Nichols,2012      0     0       0      0         0         0       0      0
President,2011      0     0       0      0         0         0       0      0
CEO & CFO 2010      0     0       0      0         0         0       0      0
          2009      0     0       0      0         0         0       0      0

                  OUTSTANDING EQUITY AWARDS AT FISCAL YEAR END

Name             (1)    (2)    (3)    (4)    (5)    (6)    (7)    (8)    (9)
--------------  ----   ----   ----   ----   ----   ----   ----   ----   ----
Kevin Nichols     0      0      0      0      0      0      0      0      0
CEO & CFO
---------------
(1) Number of Securities Underlying Unexercised Options, Exercisable
(2) Number of Securities Underlying Unexercised Options, Unexercisable
(3) Equity Incentive Plan Awards: Number of Securities Underlying Unexercised
      Unearned Options
(4) Option Exercise Price
(5) Option Expiration Date
(6) Number of Shares or Units of Stock That Have Not Vested
(7) Market Value of Shares or Units of Stock That Have Not Yet Vested
(8) Equity Incentive Plan Awards: Number of Unearned Shares, Units or Other
      Rights That Have Not Vested
(9) Equity Incentive Plan Awards: Market or Payout Value of Unearned Shares,
      Units or Other Rights That Have Not Vested

                              DIRECTOR COMPENSATION
                                              Change in
                                                Pension
                                              Value and
          Fees                  Non-Equity Nonqualified
       Earned/                   Incentive     Deferred
       Paid in   Stock Option         Plan Compensation    All Other
Name      Cash  Awards Awards Compensation     Earnings  Compensation  Total
--------  ----  ------ ------ ------------     --------  ------------  -----
Kevin
  Nichols    0       0      0            0            0             0      0
Director

There are no current employment agreements between the Company and its
executive officer.

                                      -30-
<PAGE>
On May 29, 2009 Kevin Nichols purchased 12,000,000 shares of our common stock
at $0.00017 per share, for total proceeds of $2,000. The terms of the stock
issuance was as fair to the Company, in the opinion of the Board of
Directors, as could have been made with an unaffiliated third party.

In December, 2010, Kevin Nichols gifted a total of 260,000 shares of his
common stock to thirty-two (32) family members and friends.

Mr. Nichols currently devotes approximately five to ten hours per week to
manage the affairs of the Company. He has agreed to work with no remuneration
until such time as the Company receives sufficient revenues necessary to
provide management salaries. At this time, we cannot accurately estimate when
sufficient revenues will occur to implement this compensation, or what the
amount of the compensation will be.

There are no annuity, pension, or retirement benefits proposed to be paid to
officers, directors, or employees in the event of retirement at normal
retirement date pursuant to any presently existing plan provided or
contributed to by the company or any of its subsidiaries, if any.

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

The following table sets forth information on the ownership of Essense's
voting securities by officers, directors, and major shareholders as well as
those who own beneficially more than five percent of our common stock:

          Name of                        No. of            Percentage
     Beneficial Owner (1)                Shares           of Ownership:
     --------------------                ------           -------------

     Kevin Nichols                       11,740,000             98%

     All Officers and
     Directors as a Group                11,740,000             98%
----------
(1)  The person named may be deemed to be a "parent" and "promoter" of the
     Company, within the meaning of such terms under the Securities Act of
     1933, as amended.

ITEM 13.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

In May 2009, Kevin Nichols purchased 12,000,000 shares of the Company's
common stock at $0.00017 per share. In December, 2010, Kevin Nichols gifted a
total of 260,000 shares of his common stock to thirty -two (32) family
members and friends, leaving him with 11,740,000 shares at present.

All of Kevin Nichols' shares are "restricted" securities, as that term is
defined by the Securities Act of 1933, as amended, and are held by the
officer and director of the Company. (See "Principal Stockholders".)






                                   -31-
<PAGE>
ITEM 14. PRINCIPAL ACCOUNTING FEES AND SERVICES

The total fees charged to the Company for audit-related services were $9,000,
for tax services were $0, and for other services were $0 during the year
ended August 31, 2012.

For the year ended August 31, 2011, the total fees charged to the Company for
audit services were $9,000, for tax services were $0, and for other services
were $0.

                                     PART IV

ITEM 15. EXHIBITS
                                            Incorporated by Reference
Exhibit No.   Exhibit                       or Filed Herewith
----------    -------                       -----------------------------
   3.1        Articles of Incorporation     Incorporated by reference to
                                              the Registration Statement on
                                              Form S-1 filed with the SEC on
                                              May 20, 2010, File No. 333-
                                              162824

   3.2        Bylaws                        Incorporated by reference to
                                              the Registration Statement on
                                              Form S-1 filed with the SEC on
                                              May 20, 2010, File No. 333-
                                              162824

  31          Section 302 Certification of  Filed herewith
              Chief Executive Officer &
              Chief Financial Officer

  32          Section 906 Certification of  Filed herewith
              Chief Executive Officer and
              Chief Financial Officer

                                   SIGNATURES

In accordance with the requirements of the Securities Act of 1933, the
registrant certifies that it has reasonable grounds to believe it meets all
of the requirements for filing Form 10-K and authorized this registration
statement to be signed on its behalf by the undersigned, in the city of
Spokane, state of Washington, on November 27, 2012.

Essense Water, Inc., Registrant

/s/ Kevin Nichols                                          November 27, 2012
-----------------                                          -----------------
    Kevin Nichols, President & Director                           Date
   (Principal Executive Officer,
     Principal Financial Officer,
     Principal Accounting Officer)



                                     -32-