UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549  FORM
10-KSB/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 September 30,
2007   [  ]  TRANSITION REPORT UNDER SECTION 13 OR
15(d) OF THE SECURITIES EXCHANGE ACT OF 1934  Commission file number: No. 0-23402  AQUENTIUM, INC. (Name of registrant in its charter)  Delaware
(State or
other jurisdiction of incorporation or organization)
11-2863244
(I.R.S.
Employer Identification No.)  19024 Ruppert Avenue, P.O.
Box 580943, North Palm Springs, California 92258 (Address
of principal executive offices) (Zip Code)  Issuers telephone number:  (760)
329-4139  Securities registered under Section 12(b) of the Exchange
Act:  None Securities registered under Section 12(g) of the Exchange
Act:  Common Stock  Check whether the issuer is not required to file reports
pursuant to Section 13 or 15(d) of the Exchange Act. [   ]  Check whether the issuer (1) filed all reports required
to be filed by Section 13 or 15(d) of the Exchange Act during the past 12 months
(or for such shorter period that the registrant was required to file such
reports) and (2) has been subject to such filing requirements for the past 90
days.  Yes [X]  No [   ]  Check if disclosure of delinquent filers in response to
item 405 of Regulation S-B 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-KSB or any
amendment to this Form 10-KSB.  [  ]  Indicate by check mark whether the registrant is a shell
company (as defined in Rule 12b-2 of the Exchange Act). Yes [  ]   No [X]  State issuers revenue for its most recent fiscal year:
  None  As of December 11, 2007, the registrant had 27,665,154
shares of common stock outstanding.  On that date the aggregate market
value based on the trading price for the voting and non-voting equity of
11,445,629 held by non-affiliates was approximately $3,548,145.  Documents incorporated by reference: None.  Transitional small business disclosure format: Yes [
  ] No [X]   1    EXPLANATORY
NOTE  We have amended the discussion of our business operations
to clarify that Aquentium, Inc. manufactures and markets structural insulated
panels, rather than our subsidiary, H.E.R.E. International, Inc., and that
H.E.R.E. International, Inc. holds non-exclusive, rather than exclusive,
worldwide manufacturing and marketing rights to a patent for a containerized
habitable structure.  Other than these changes, the disclosures in this
amended report are as of the initial filing date of December 31, 2007 and this
report does not include subsequent events.    In this annual report references to Aquentium, we,
us, and our refer to Aquentium, Inc.  SPECIAL NOTE REGARDING FORWARD-LOOKING
STATEMENTS  The Securities and Exchange Commission (SEC) encourages
companies to disclose forward-looking information so that investors can better
understand future prospects and make informed investment decisions.  This
report contains these types of statements.  Words such as may, will,
expect, believe, anticipate, estimate, project, or continue or
comparable terminology used in connection with any discussion of future
operating results or financial performance identify forward-looking statements.
 You are cautioned not to place undue reliance on the forward-looking
statements, which speak only as of the date of this report.  All
forward-looking statements reflect our present expectation of future events and
are subject to a number of important factors and uncertainties that could cause
actual results to differ materially from those described in the forward-looking
statements.  PART I  ITEM 1.  DESCRIPTION OF
BUSINESS  Historical Development  Aquentium, Inc. was incorporated in the state of Delaware
in April 1987 as Arnex Investment Group, LTD.  The corporation name was
changed to WaterPur International, Inc. in 1977.  On April 2, 2002,
WaterPur International entered into an agreement to acquire Aquentium, Inc., a
Nevada corporation (Aquentium-Nevada).  The transaction was treated as a
reverse acquisition and Aquentium-Nevada became the accounting survivor.
 On May 7, 2002, WaterPur International changed its name to Aquentium, Inc.  In April 2006 Aquentium incorporated H.E.R.E
International, Inc., which stands for Housing & Emergency Relief Efforts, in
the state of Colorado.  This subsidiary will market and manufacture our
re-deployable disaster-relief housing structures.  On October 24, 2007, Aquentium formed Aquentium De
Mexico, a Mexican subsidiary, to manufacture and market our low-cost housing
model units in the Mexican Republic.  Our Business  Aquentium operates on a consolidated basis with our
wholly-owned subsidiaries, which are development stage companies.  Our
management serves both as a financial and professional business partner for our
subsidiaries.   Our role is to improve each subsidiarys access to
potential capital, help them benefit from the economics of scale through the
consolidation of administrative functions, and to provide universal access to
the financial and management expertise of each subsidiary's corporate
personnel.  We continue to identify, locate and evaluate additional
acquisitions.  Our portfolio of companies currently consists of six wholly
owned subsidiaries, two joint ventures and other business opportunities,
described below.  Our focus   2    for the next twelve months
will be to obtain additional funding to develop one or more of these business
opportunities.  Aquentium has recorded rental income for the past two
fiscal years, but we have not recorded consolidated revenues from our operations
or the operations of our subsidiaries.  Structural Insulated Panels  In September 2006 Aquentium initiated a manufacturing and
marketing process for structural insulated panels (SIPs) designed for living
structures.  We intend to use these SIPs for our containerized habitable
structure projects, as well as market them to other home and commercial builders
throughout the world.  The Aquentium SIP building system includes: · Orient strand board laminated to an
expanded polystyrene insulation core. · Installation instructions (SIP panel
layouts), and installation guide. · Option to receive "site advisory
service" to assist in an installation.  Aquentium offers a "Ready to Assemble" (RTA) option  The
RTA process reduces construction time and improves efficiency.  We can
manufacture SIPs to the customers exact specifications and then deliver them
to the location as a ready-to-assemble building system.  Our two primary markets are the low cost, mass-housing
market and the temporary disaster relief housing market. Management intends to
seek federal and state grants to establish manufacturing facilities for the
production of disaster-relief housing and structures.  Subsidiaries  H.E.R.E. International, Inc.  In
November 2004 Aquentium acquired the exclusiveworldwide manufacturing and marketing rights for a patent related to a
containerized habitable structure that can be transformed into a rudimentary
home in the case of disaster.  In November 2006 the exclusive license
converted to a non-exclusive license under the terms of the agreement.  These unique retrofitted structures conveniently ship as
an intermodal shipping container that expands and unfolds like pop-up books
and has the strength, flexibility and durability of structural insulated panel
construction.  The licensing agreement provides that the worldwide
manufacturing and marketing rights granted to Aquentium also include all future
developments of products, trademarks, copyrights, patents and other intellectual
property pertaining to the original patent.  Patents and certain other
intellectual property shall be negotiated for a fee and used on a case by case
basis.  This agreement expires simultaneously with the expiration of the
patent or any extension or deviation of the patent.  In March 2006 Aquentium completed the construction of a
disaster-relief housing model unit for demonstrations.  The unit is a 20
foot shipping container that expands to a 450 square foot house complete with
electricity and plumbing.  It includes two bedrooms, a bathroom with a
shower, a kitchen with appliances and a living room.  The structures may be
constructed on a grid system or independently, or a combination of both.
 We intend to create systems to be used in the structures that provide
purified water and use solar technology for electricity.  These structures
may also be used as homes, clinics, offices, mini-hospitals, barracks, etc.  Aquentium De Mexico.  This Mexican
subsidiary was formed to manufacture and market our low-cost housing model units
in the Mexican Republic.  We intend to seek financing to manufacture and
market our housing model units in Puebla, Yucatan, Quintana Roo, Veracruz and
Chiapas.  These areas of Mexico have recently suffered major destruction
due to hurricanes, rains and flooding.  Potential investors must recognize
that we have limited capital available for the development of this business plan
and all risks inherent in a new and inexperienced enterprise are inherent in our
plan to launch these operations.   3     Charis Energy. In December 2003
Aquentium acquired Charis Energy Development, Inc., a privately held Nevada
corporation.  Charis Energy is seeking solutions in the alternative energy
sector, with a focus on solar energy.   Charis Energy is currently in
research and development for manufacturing and marketing of solar energy panels.
 Its business plan is to obtain necessary worldwide patents for new types
of solar panels and then develop a business plan to manufacture and market those
solar panels.  Canby Group.  In September 2002
Aquentium acquired Canby Group Inc., a privately held California corporation.
 Canby Group is an entertainment development stage company.  The
business plan for this subsidiary is to acquire operating companies or projects
within the entertainment industry or sector which may have products to license
or distribute.  This subsidiary has no projects in development as of the
date of this filing.  Environmental Waste Management, Inc.In January 2004 Aquentium acquired Environmental Waste Management,
Inc.  This subsidiarys business plan is to enter into joint venture
relationships with small recycling companies.  This subsidiary is currently
inactive.  USA Public Auction, Inc.  In August
2002 Aquentium acquired USA Public Auction, Inc., a privately held Nevada
corporation.  This company had developed proprietary software designed to
operate an online auction web site for new and used car dealerships.  This
subsidiary is inactive.  Joint Ventures and Distributorships  Mootah Energetic Pty, Ltd.On
September 27, 2007, Aquentium, Inc. entered into a joint venture agreement with
Mootah Energetic Pty, Ltd., a Republic of  Botswana company (Mootah).
 Aquentium and Mootah agreed to jointly develop a mining concession granted
to Mootah by the Republic of Botswana and this joint venture is in the
exploration stage.  Prospecting License No. PL 163/2007 (License) was
granted to Mootah on July 30, 2007, and on September 20, 2007, Aquentium issued
100,000 shares of common stock, valued at approximately $6,000, to Mootah in
consideration for a 51% interest in that License.  (See Item 2, below, for
a description of the License.)  As a joint venture partner, Aquentium has
agreed to use its best efforts to raise the necessary capital to purchase and
operate any and all equipment for the exploration and mining operations under
the License.  Our management initially intends to seek private funding for
this joint venture.  We have also agreed to provide the staff to conduct
the mining operations.  We will receive 51% of any net revenues for
the operations and Mootah will receive 49% of any net revenues.  The joint venture agreement is for a term of three years,
ending in September 2010.  The joint venture agreement may be terminated by
either party due to a substantial breach of a material provision or Aquentium
may terminate the agreement if there is an unacceptable change in control of the
government of Botswana.  In addition, Mootah granted Aquentium an option to
continue operations related to the License for a period of 25 years.  Management notes that gold has traded recently at over
$800 per ounce and management believes that the price of uranium will surge as
the world seeks the clean energy of nuclear power.  We cannot assure you
that we will be successful in locating these particular minerals in the License
area, but we intend to seek funding to launch the exploration of the License
area.  Aquentium Hong Kong, Ltd. In March
2004 Aquentium formed Aquentium Hong Kong, Ltd. as a 50% joint venture with Mr.
Chak Cheuk Kau, an individual who resides in Hong Kong.  The parties agreed
that Aquentium-Hong Kong will manufacture, market and sell Aquentiums products
and/or services in Asia for a period of 10 years. Aquentium is a distributor for Ozone Safe Foods, Inc, and
markets state of the art ozone technology designed to improve food safety and
improve the work environment for food and beverage processing plants, including
sanitation and waste water equipment for food and beverage processors.
 Ozone technology is an all natural solution that reduces or eliminates E.
Coli 0157:H7 and other bacteria and viruses in processing plants for meat,
poultry,   4    seafood, fruit, vegetable and
beverages.  Aquentium also distributes air purification equipment, as well
as Sani Dri hand dryers.  Other Business Opportunities  Our business plan is to seek, investigate, and, if
warranted, acquire business opportunities which are profitable, or we anticipate
will become profitable.  The selection of a business opportunity to
participate in is complex and extremely risky and will be made by management in
the exercise of its business judgment; however, our executive officer is not a
professional business analyst.  (See Part III, Item 9, Directors and
Executive Officers, . . . below).  We cannot assure you that we will be
able to identify and acquire a business opportunity which will ultimately prove
to be beneficial to us and our stockholders.  Our management has discretion in seeking and
participating in a business opportunity, subject to the availability of such
opportunities, economic conditions and other factors.  We anticipate that
business opportunities will come to our attention through prior personal and
business relationships.  Also, our search for business opportunities will
not be limited to any particular geographical area or industry and may include
both the United States and international companies.  A decision to participate in a specific business
opportunity may be made upon our managements analysis of the following
factors: · Quality of the business opportunitys
management and personnel; · Potential for growth and
profitability; · Capital requirements and anticipated
availability of required funds to be provided by us or from operations, through
the sale of additional securities, through joint ventures or similar
arrangements, or from other sources; · The anticipated acceptability of the
business opportunitys new products or marketing concept; · The merit of its technological
offerings or changes; · The perceived benefit that it will
derive from becoming a publicly held entity; and, · Numerous other factors which are
difficult, if not impossible, to analyze through the application of any
objective criteria.  In many instances, we anticipate that the historical
operations of a specific business opportunity may not necessarily be indicative
of the potential for future operations because of the possible need to
substantially shift marketing approaches, significantly expand or change product
emphasis, change or substantially augment management, or the necessity to make
other changes.  We will be dependent upon the owners of any business
opportunity to identify problems which may exist and to implement, or be
primarily responsible for the implementation of, required changes.  It is possible that the range of business opportunities
that might be available for consideration by us could be limited by impact of
the SEC regulations regarding the purchase and sale of penny stock.  Our
common stock is thinly traded and we cannot assure you that a market will
develop or that a stockholder ever will be able to liquidate his/her/its
investment without considerable delay, if at all.  If an active market
develops, our shares will likely be subject to the rules of the Penny Stock
Suitability Reform Act of 1990. The liquidity of penny stock is affected by
specific disclosure procedures required by this Act.  (See Part II, Item 5,
Market Information, below, for further details.)  We cannot predict the manner in which we may participate
in a business opportunity.  Specific business opportunities will be
reviewed as well as our needs and desires and those of the specific business
opportunity.  The legal structure or method deemed by management to be
suitable will be selected based upon our review and our relative negotiating
strength. Such methods may include, but are not limited to, leases, purchase and
sale agreements, licenses, joint ventures and other contractual arrangements. We
may act directly or indirectly through an interest in a partnership, corporation
or other forms of organization.  We likely will acquire our participation
in a business opportunity through the issuance of common stock or other
securities.   5    Competition  We expect to encounter substantial competition in our
effort to locate attractive business opportunities.  Business development
companies, venture capital partnerships and corporations, venture capital
affiliates of large industrial and financial companies, small investment
companies, and wealthy individuals will be our primary competition.  Many
of these entities or persons may have significantly greater experience,
resources and managerial capabilities than we do and will be in a better
position than we are to obtain access to attractive business opportunities.  Employees  We currently have one employee.  We anticipate that
Aquentium or H.E.R.E. International will need to engage full-time employees for
manufacturing of our structural insulated panel as that operation grows.
 Until we or our subsidiaries have operations, we intend to confer with
consultants, attorneys and accountants as necessary to further our business
plans.  ITEM 13.  EXHIBITS  No. Description 3.1 Restated Certificate of Incorporation
of Aquentium, as amended (Incorporated by reference to exhibit 3.1 for Form
10-KSB, as amended, filed on February 13, 2003) 3.2 Restated by-laws of Aquentium
 (Incorporated by reference to exhibit 3.3 for Form 10-KSB, as amended,
filed on February 13, 2003) 10.1 Commercial Lease Agreement between
Aquentium and Halleck Family Trust, dated August 22, 2007 (Incorporated by
reference to exhibit 10.1 for Form 8-K, filed on November 11, 2007) 10.2 Exclusive Licensing Agreement of US
Patent Application 10/284,748 between Aquentium and Thomas Ciotti, dated
November 5, 2004 (Incorporated by reference to exhibit 10.1 for Form 8-K, filed
November 17, 2004) 10.3 Joint Venture Agreement between
Aquentium and Mootah Energetic Pty Ltd, dated September 20, 2007 10.4 Professional Marketing Fee and
Additional Compensation between Aquentium and Mr. Lorden Kern. effective October
1, 2007 (Incorporated by reference to exhibit 10.1 for Form S-8, filed November
6, 2007) 21.1 Subsidiaries of Aquentium, Inc.
(Incorporated by reference to exhibit 21.1 for Form 8-K, filed on November 11,
2007) 31.1 Chief Executive Officer
Certification 31.2 Principal Financial Officer
Certification 32.1 Section 1350 Certification (FIled
December 31, 2007)     6    SIGNATURES  In accordance with Section 13 or 15(d) of the Exchange
Act, the registrant caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.  Date:   September
 9, 2008
AQUENTIUM, INC.


By: /s/ Mark T. Taggatz
Mark
T. Taggatz, President  In accordance with the Exchange Act this report has been
signed below by the following persons on behalf of the registrant and in the
capacities and on the dates indicated.   Date:  September 9,
2008
By:  /s/ Mark T. Taggatz
Mark
T. Taggatz
Chairman
of the Board, President,
Chief
Executive Officer, Secretary/Treasurer,
Principal
Financial and Accounting Officer     7